EX-10.1



 Exhibit 10.1 

EXECUTION VERSION 
 FIFTH
AMENDMENT TO LIMITED WAIVER TO CREDIT AGREEMENT AND FIFTH AMENDMENT TO CREDIT AGREEMENT 
 THIS FIFTH AMENDMENT TO LIMITED WAIVER TO
CREDIT AGREEMENT AND FIFTH AMENDMENT TO CREDIT AGREEMENT dated as of December 22, 2017 (this “Fifth Amendment”), is entered into among GLOBAL EAGLE ENTERTAINMENT INC., a Delaware corporation (the “Company”),
the Guarantors identified on the signature pages hereto, the Lenders (as defined below) party hereto, and CITIBANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”). Reference is made to the Credit
Agreement, dated as of January 6, 2017 (as amended, restated, amended and restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”), among the Company, the Guarantors party
thereto from time to time, the Administrative Agent, each lender from time to time party thereto (collectively, the “Lenders” and, individually, a “Lender”), CITIBANK, N.A., as L/C Issuer, and CITIBANK, N.A., as
Swing Line Lender. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Limited Waiver described below or the Credit Agreement, as the context requires. 

RECITALS 
 WHEREAS,
reference is made to the First Amendment and Limited Waiver to Credit Agreement, dated as of May 4, 2017 (as amended by (i) Amendment to First Amendment and Limited Waiver to Credit Agreement and Second Amendment to Credit Agreement, dated
as of June 29, 2017, (ii) Second Amendment to Limited Waiver to Credit Agreement, dated as of September 13, 2017, (iii) Third Amendment Limited Waiver to Credit Agreement and Third Amendment to Credit Agreement, dated as of October 2,
2017, (iv) the Letter Agreement dated October 6, 2017, (v) the Fourth Amendment Limited Waiver to Credit Agreement and Fourth Amendment to Credit Agreement, dated as of October 31, 2017, (vi) the Letter Agreement dated November 15,
2017, and as otherwise amended from time to time, the “Limited Waiver”), among the Company, the Guarantors party thereto from time to time, the Administrative Agent and the Required Lenders; 

WHEREAS, the Loan Parties have requested that the Lenders amend and waive certain provisions of (a) the Limited Waiver and
(b) the Credit Agreement; and 
 WHEREAS, the Lenders signatory hereto, constituting the Required Lenders, are willing to agree
to such amendments and waivers, in accordance with and subject to the terms and conditions set forth herein. 
 NOW, THEREFORE, in
consideration of the agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows: 

AGREEMENT 
 1.
    Amendment of Limited Waivers. 
 (a)    The definitions of “First and Second Quarter
Financial Statement Due Date” and “Third Quarter Financial Statement Due Date” in Section 1(d) of the Limited Waiver are hereby amended and restated in their entirety as follows: 

“First and Second Quarter Financial Statement Due Date” means January 31, 2018. 

“Third Quarter Financial Statement Due Date” means January 31, 2018. 







 2.    Amendments to Credit Agreement. On and as of the Fifth Amendment
Effective Date: 
 (a)    The definition of “Applicable Rate” set forth in Section 1.01 of the Credit
Agreement is hereby amended by amending and restating clauses (a) and (b) thereof to read as follows: 

“(a)    with respect to Initial Term Loans, (i) prior to the Amendment No. 4 Effective Date,
(x) for Eurocurrency Rate Loans, 7.25% and (y) for Base Rate Loans, 6.25% and (ii) on and after the Amendment No. 4 Effective Date, (x) for Eurocurrency Rate Loans, 7.50% and (y) for Base Rate Loans, 6.50%;
provided, that to the extent that the 2017 Quarterly Financial Statement Requirement has not been satisfied by January 31, 2018, the Applicable Rate pursuant to this clause (a)(ii) shall instead be, commencing February 1, 2018, (1)
for Eurocurrency Rate Loans, 7.75% and (2) for Base Rate Loans, 6.75%; and 
 (b)    with respect to
Revolving Credit Loans, unused Revolving Credit Commitments, Swing Line Loans (which are to be maintained solely as Base Rate Loans), and Letter of Credit fees: 
  

	 	(i)	prior to the Amendment No. 4 Effective Date, (A) for Eurocurrency Rate Loans, EURIBOR Loans and Letter of Credit fees, 7.25%, (B) for Base Rate Loans, 6.25% and (C) for unused commitment fees, 0.50%;


  

	 	(ii)	on and after the Amendment No. 4 Effective Date, (x) until delivery of financial statements for the first full fiscal quarter ending after the Amendment No. 4 Effective Date pursuant to
Section 6.01, (A) for Eurocurrency Rate Loans, EURIBOR Loans and Letter of Credit fees, 7.50%, (B) for Base Rate Loans, 6.50% and (C) for unused commitment fees, 0.50% and (y) thereafter, the percentages per annum
set forth below, based upon the Consolidated First Lien Net Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a): 


 

															
	 Applicable Rate
	 
	 Pricing Level
	  	 Consolidated

First Lien Net

Leverage
 Ratio
	  	Eurocurrency
Rate,
EURIBOR and
Letter of
Credit Fees	 	  	Base Rate	 	  	Commitment
Fee Rate	 
	 1
	  	> 2.25 : 1.00	  	 	7.50	% 	  	 	6.50	% 	  	 	0.500	% 
	 2
	  	£ 2.25 : 1.00	  	 	7.25	% 	  	 	6.25	% 	  	 	0.375	% 
		  	> 2.00 : 1.00	  				  				  			
	 3
	  	£ 2.00 : 1.00	  	 	7.00	% 	  	 	6.00	% 	  	 	0.375	% 

 ; provided, that to the extent that the 2017 Quarterly Financial Statement Requirement has not been
satisfied by January 31, 2018, the Applicable Rate pursuant to this clause (b)(ii) shall instead be, from the period commencing February 1, 2018 until delivery of financial statements for the first full fiscal quarter ending after the
Amendment No. 4 Effective Date pursuant to Section 6.01, (A) for Eurocurrency Rate Loans, EURIBOR Loans and Letter of 

  
 2 








 
Credit fees, 7.75%, (B) for Base Rate Loans, 6.75% and (C) for unused commitment fees, 0.50% and (z) thereafter, the percentages per annum set forth below, based upon the Consolidated
First Lien Net Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to Section 6.02(a): 

 

															
	 Applicable Rate
	 
	 Pricing Level
	  	 Consolidated

First Lien Net

Leverage
 Ratio
	  	Eurocurrency
Rate,
EURIBOR and
Letter of
Credit Fees	 	 	Base
Rate	 	 	Commitment
Fee Rate	 
	 1
	  	> 2.25 : 1.00	  	 	7.75	% 	 	 	6.75	% 	 	 	0.500	% 
	 2
	  	£ 2.25 : 1.00	  	 	7.50	% 	 	 	6.50	% 	 	 	0.375	% 
		  	> 2.00 : 1.00	  				 				 			
	 3
	  	£ 2.00 : 1.00	  	 	7.25	% 	 	 	6.25	% 	 	 	0.375	%” 

 (b)    The definition of “Relevant Call Date” set forth in Section 1.01 of
the Credit Agreement is hereby amended and restated in its entirety as follows: 
 “Relevant Call Date” means
January 31, 2020. 
  

	 	(c)	The following definition of “2017 Quarterly Financial Statement Requirement” is hereby added in appropriate alphabetical order in Section 1.01 of the Credit Agreement: 


“2017 Quarterly Financial Statement Requirement” shall mean that the Borrower shall have delivered to the Administrative Agent
by January 31, 2018 the Company’s financial statements for each of the fiscal quarters ended March 31, 2017, June 30, 2017 and September 30, 2017, in each case, together with the related items required by
Section 6.01(b) of the Credit Agreement and the Compliance Certificate relating thereto required by Section 6.02(a) of the Credit Agreement. 
  

	 	(d)	Section 6.01 of the Credit Agreement is hereby amended by (A) deleting the “and” appearing at the end of clause (i) thereof, (B) replacing the “.” at the end of clause (j) thereof
with “; and” and (C) inserting the following clause (k) immediately after clause (j) thereof: 


“(k)    Within one Business Day of January 17, 2018, furnish or file for public availability on
the Securities and Exchange Commission’s Electronic Data Gathering and Retrieval System (EDGAR) on a Form 8-K the current cash balance of the Company and its Subsidiaries, the current cash balance of the
Company’s Foreign Subsidiaries and the current outstanding balance under the Revolving Credit Facility, in each case, as of such date or the immediately preceding date.” 

3.    Consent Fee. The Company agrees to pay, or cause to be paid, to the Administrative Agent on or prior to 5:00
p.m., New York City time, on December 28, 2017, for the account of each Lender executing and delivering to the Administrative Agent (or its counsel) a signature page to this Fifth Amendment by 3:00 p.m., New York City time, on December 22,
2017, a fee in an amount equal to 5 basis points on the aggregate principal amount of the Revolving Credit Commitments and Term Loans of such consenting Lender as of December 22, 2017 and failure to so pay any such fee shall constitute an
immediate Event of Default. 

  
 3 








 4.    Effectiveness; Conditions Precedent. This Fifth Amendment shall
be effective, as of the date first above written, on the first date (the “Fifth Amendment Effective Date”) on which each of the following conditions is satisfied: 

(a)    The Administrative Agent (or its counsel) shall have received from the Company, the Guarantors and
the Required Lenders either a counterpart of this Fifth Amendment signed on behalf of such party or evidence satisfactory to the Administrative Agent (or its counsel), which may include a facsimile transmission or other electronic transmission
(including email as .pdf or .tif attachment), that such party has signed a counterpart hereof. 

(b)    The representations and warranties set forth in Section 6 of this Fifth
Amendment shall be true and correct as of the date hereof. 
 5.    Reaffirmation. 

(a)    Validity of Obligations. The Company and each other Loan Party acknowledges and agrees that,
both before and after giving effect to this Fifth Amendment, the Company and each other Loan Party is indebted to the Lenders for the Obligations, without defense, counterclaim or offset of any kind and the Company and each other Loan Party hereby
ratifies and reaffirms the validity, enforceability and binding nature of such Obligations. 

(b)    Validity of Guarantees. Each Guarantor hereby confirms and agrees that, its guarantee under
the Credit Agreement is, and shall continue to be, in full force and effect, and shall apply to all Obligations and such guarantee is hereby ratified and confirmed in all respects. 

(c)    Validity of Liens and Loan Documents. The Company and each other Loan Party hereby agrees and
confirms that the Credit Agreement and each other Loan Document constitutes a legal, valid and binding obligation of the Company and each other Loan Party, in each case, to the extent party to such Loan Document, enforceable against the Company and
each other Loan Party in accordance with its terms. The Company and each other Loan Party hereby ratifies and reaffirms the validity and enforceability (without defense, counterclaim or offset of any kind) of the Liens and security interests granted
to the Administrative Agent for the benefit of the Secured Parties to secure any of the Obligations by the Company or any other Loan Party pursuant to the Loan Documents to which any of the Company or any other Loan Party is a party and hereby
confirms and agrees that notwithstanding the effectiveness of this Fifth Amendment, and except as expressly amended by this Fifth Amendment, each such Loan Document is, and shall continue to be, in full force and effect and each is hereby ratified
and confirmed in all respects, except that, on and after the effectiveness of this Fifth Amendment, each reference in the Loan Documents to the “Credit Agreement”, “thereunder”, “thereof” (and each reference in the
Credit Agreement to this “Agreement”, “hereunder” or “hereof”) or words of like import shall mean and be a reference to the Credit Agreement as amended by this Fifth Amendment. This Fifth Amendment shall constitute a
“Loan Document” for purposes of the Credit Agreement. 
 6.    Representations and Warranties. Each
Loan Party represents and warrants as follows: 
 (a)    Power; Authorization; Enforceable
Obligations. The Company and each other Loan Party has the requisite power and authority, and the legal right, to enter into this Fifth Amendment. The Company and each other Loan Party has taken all necessary corporate or other organizational
action to authorize the execution, delivery and performance of this Fifth Amendment. This Fifth Amendment constitutes a legal, valid and binding obligation of the 

  
 4 








 
Company and each other Loan Party signatory hereto, enforceable against the Company and each other Loan Party in accordance with its terms, except as enforceability may be limited by applicable
bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings in equity or at law). 

(b)    Accuracy of Representations and Warranties. Immediately after giving effect to this Fifth
Amendment on the Fifth Amendment Effective Date, the representations and warranties of the Company and each other Loan Party set forth in the Loan Documents (including, for the avoidance of doubt, in the Credit Agreement) are true and correct in all
material respects on and as of the Fifth Amendment Effective Date to the same extent as though made on and as of the Fifth Amendment Effective Date, except to the extent such representations and warranties specifically relate to an earlier date, in
which case such representations and warranties were true and correct in all material respects on and as of such earlier date; provided that any representation and warranty that is qualified as to “materiality,” “Material
Adverse Effect” or similar language is true and correct (after giving effect to any qualification therein) in all respects on such respective dates. 

(c)    No Default or Event of Default. As of the Fifth Amendment Effective Date, immediately after
giving effect to this Fifth Amendment, no Default or Event of Default exists. 
 7.    Expenses. The Company
agrees to pay all reasonable and documented out-of-pocket costs and expenses of the Administrative Agent in connection with the preparation, execution and delivery of
this Fifth Amendment, including without limitation the reasonable and documented fees and expenses of the Administrative Agent’s legal counsel, in each case, in the manner set forth in Section 10.04 of the Credit Agreement. 

8.    Further Assurances. The Loan Parties agree to promptly take such action, upon the reasonable request of the
Administrative Agent, as is necessary to carry out the intent of this Fifth Amendment. 
 9.    Counterparts.
This Fifth Amendment is a Loan Document. This Fifth Amendment may be executed by the parties hereto in any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
Delivery of an executed counterpart of a signature page to this Fifth Amendment by fax, email or other electronic transmission (including in .pdf or .tif format) shall be effective as delivery of a manually executed counterpart of this Fifth
Amendment. 
 10.    GOVERNING LAW. THIS FIFTH AMENDMENT AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION
(WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON OR ARISING OUT OF THIS FIFTH AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK 

11.    Effect of this Agreement. Except as expressly set forth herein, this Fifth Amendment shall not by
implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Administrative Agent or the Lenders under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in
any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect.
Nothing herein shall be deemed to entitle any Loan Party to any other consent to, or any other waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement
or any other Loan Document in similar or different circumstances. 

  
 5 








 12.    Successors and Assigns.    This Fifth
Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 

13.    Consent to Jurisdiction; Waiver of Jury Trial. The jurisdiction and waiver of jury trial provisions set
forth in Sections 10.15 and 10.16 of the Credit Agreement are hereby incorporated by reference, mutatis mutandis. 
 [remainder of
page intentionally left blank] 

  
 6 








 IN WITNESS WHEREOF, the parties hereto have caused this Fifth Amendment to be duly executed as of
the date first above written. 
  

			
	GLOBAL EAGLE ENTERTAINMENT INC., as Borrower
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	GLOBAL EAGLE SERVICES, LLC
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	AIRLINE MEDIA PRODUCTIONS, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	ENTERTAINMENT IN MOTION, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	 GLOBAL EAGLE ENTERTAINMENT

OPERATIONS SOLUTIONS, INC.

		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	EMC INTERMEDIATE, LLC
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer









 
			
	INFLIGHT PRODUCTIONS USA INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	POST MODERN EDIT, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	THE LAB AERO, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	 ROW 44, INC.

		
	 By:
	 	
           /s/ Paul
Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	N44HQ, LLC
	By: Row 44, Inc., its Sole Member
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	EMERGING MARKETS COMMUNICATIONS, LLC
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer









 
			
	EMC ACQUISITION, LLC
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	SCISCO PARENT, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	SEAMOBILE INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	MARITEL HOLDINGS, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	MARITIME TELECOMMUNICATIONS NETWORK, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	MTN GOVERNMENT SERVICES, INC.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer









 
			
	MTN LICENSE CORP.
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer
	
	EMC-JV HOLDCO LLC
		
	By:	 	            /s/ Paul Rainey

		 	Name: Paul Rainey
		 	Title:   Chief Financial Officer









 
			
	Vector Trading (Cayman) LP, as Lender
		
	By:	 	            /s/ James Murray

		 	Name: James Murray
		 	Title:   Authorized Person
	
	VC4 Debt Investments (US) LLC, as Lender
		
	By:	 	            /s/ James Murray

		 	Name: James Murray
		 	Title:   Authorized Person









 
			
	FRANKLIN CUSTODIAN FUNDS-FRANKLIN
	INCOME Fund, as Lender
		
	By:	 	            /s/ Richard Hsu

		 	Name: Richard Hsu
		 	Title:   Vice President, Franklin Advisers









 
			
	Bank of America, N.A., as Lender
		
	By:	 	            /s/ Susanne M. Perkins

		 	Name: Susanne M. Perkins
		 	Title:   Senior Vice President









 
			
	BlackRock Credit Alpha Master Fund L.P. as a Lender
	BY: BlackRock Financial Management Inc., in its capacity as investment advisor
		
	By:	 	            /s/ Rob Jacobi

		 	Name: Rob Jacobi
		 	Title:   Authorized Signatory









 
			
	BlackRock Multi-Strategy Master Fund Limited as a Lender
	By: BlackRock Institutional Trust Company, N.A., Its Investment Manager
		
	By:	 	            /s/ Rob Jacobi

		 	Name: Rob Jacobi
		 	Title:   Authorized Signatory









 
			
	CA 534 Offshore Fund, Ltd as a Lender
	By: BlackRock Financial Management, Inc., in its capacity as investment advisor
		
	By:	 	            /s/ Rob Jacobi

		 	Name: Rob Jacobi
		 	Title:   Authorized Signatory









 
			
	The Obsidian Master Fund as a Lender
	BY: BlackRock Financial Management, Inc., its Investment Advisor
		
	By:	 	            /s/ Rob Jacobi

		 	Name: Rob Jacobi
		 	Title:   Authorized Signatory









 
			
	 SIC JV SPV FUNDING I LLC
 a Delaware
limited liability company

	
	 By: SIERRA SENIOR LOAN STRATEGY JV I LLC,

a Delaware limited liability company, its Designated Manager

		
	By:	 	            /s/ Christopher M. Mathieu

		 	Name: Christopher M. Mathieu
		 	Title:   Treasurer









 
			
	 SIERRA INCOME CORPORATION
 a
Maryland corporation

	
	 By: SIC Advisors LLC,
 a Delaware
limited liability company its Designated Manager

		
	By:	 	            /s/ Christopher M. Mathieu

		 	Name: Christopher M. Mathieu
		 	Title:   Treasurer









 
			
	 MCC JV SPV FUNDING I LLC
 a Delaware
limited liability company

	
	 By: MCC SENIOR LOAN STRATEGY JV I LLC,

a Delaware limited liability company its Designated Manager

		
	By:	 	            /s/ Richard T. Allorto, Jr.

		 	Name: Richard T. Allorto, Jr.
		 	Title:   Authorized Person









 
			
	 MEDLEY CREDIT STRATEGIES (KOC) LLC

a Delaware limited liability company

	
	 By: Medley SMA Advisors LLC,
 a
Delaware limited liability company its Designated manager

		
	By:	 	            /s/ Richard T. Allorto, Jr.

		 	Name: Richard T. Allorto, Jr.
		 	Title:   Chief Financial Officer









 
			
	Kingsland VI, as a Lender
	By: Kingsland Capital Management, LLC as Manager
		
	By:	 	            /s/ Ralph DellaRocca

		 	Name: Ralph DellaRocca
		 	Title:   Director of Operations









 
			
	Kingsland VII, as a Lender
	By: Kingsland Capital Management, LLC as Manager
		
	By:	 	            /s/ Ralph DellaRocca

		 	Name: Ralph DellaRocca
		 	Title:   Director of Operations









 
			
	AXA IM INC. for and on behalf of
	ALLEGRO CLO I Limited, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM INC. for and on behalf of
	ALLEGRO CLO II Limited, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM INC. for and on behalf of
	ALLEGRO CLO III Limited, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM INC. for and on behalf of
	ALLEGRO CLO IV Limited, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM INC. for and on behalf of
	ALLEGRO CLO V Limited, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	AXA UK LEVERAGED LOANS FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	FCP COLUMBUS DIVERSIFIED LEVERAGED LOANS FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	FCP COLUMBUS GLOBAL DEBT FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	AXA GERMANY LEVERAGED LOANS FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	MATIGNON LOANS IARD FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AXA IM PARIS SA for and on behalf of
	MATIGNON LOANS FUND, as Lender
		
	By:	 	            /s/ Olivier Testard

		 	Name: Olivier Testard
		 	Title:   Senior Credit Analyst









 
			
	AMMC CLO 15, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David P. Meyer

		 	Name: David P. Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO 16, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David P. Meyer

		 	Name: David P. Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO 17, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David P. Meyer

		 	Name: David P. Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO 18, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David Meyer

		 	Name: David Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO 19, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David Meyer

		 	Name: David Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO 20, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David Meyer

		 	Name: David Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO XIII, LIMITED, as a Lender
	 BY: American Money Management Corp.,

as Collateral Manager

		
	By:	 	            /s/ David P. Meyer

		 	Name: David P. Meyer
		 	Title:   Senior Vice President









 
			
	AMMC CLO XIV, LIMITED, as a Lender
		
	By:	 	            /s/ David P. Meyer

		 	Name: David P. Meyer
		 	Title:   Senior Vice President









 
			
	American Beacon Sound Point Floating Rate Income Fund, a series of American Beacon Funds, as a Lender
	By: Sound Point Capital Management, LP as Sub-Advisor
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Cavello Bay Reinsurance Limited, as a Lender
	By: Sound Point Capital Management, LP as Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Commonwealth of Pennsylvania, Treasury Department, as a Lender
	By: Sound Point Capital Management, LP as Investment Advisor
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Commonwealth of Pennsylvania, Treasury Department-Tuition Account Program, as a Lender
	By: Sound Point Capital Management, LP as Investment Advisor
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Kaiser Foundation Hospitals, as a Lender
	By: Sound Point Capital Management, LP as Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Kaiser Permanente Group Trust, as a Lender
	By: Sound Point Capital Management, LP as Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Privilege Underwriters Reciprocal Exchange, as a Lender
	By: Sound Point Capital Management, LP as Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	PURE Insurance Company, as a Lender
	By: Sound Point Capital Management, LP as Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO III, Ltd, as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO IV, Ltd, as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO IX, Ltd., as a Lender
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO V, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO VI, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO VII, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO VIII, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO X, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO XI, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO XII, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO XIV, Ltd., as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point CLO XV, Ltd, as a Lender
	By: Sound Point Capital Management, LP as Collateral Manager
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Sound Point Senior Floating Rate Master Fund, L.P., as a Lender
	By: Sound Point Capital Management, LP as Investment Advisor
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	Teamsters Pension Trust Fund of Philadelphia & Vicinity, as a Lender
	By: Sound Point Capital Management, LP as Investment Advisor
		
	By:	 	            /s/ Misha Shah

		 	Name: Misha Shah
		 	Title:   CLO Operations Associate









 
			
	BARCLAYS BANK PLC, as Lender
		
	By:	 	            /s/ Jacqueline Custodio

		 	Name: Jacqueline Custodio
		 	Title:   Authorized Signatory










			
	CBAM 2017-1, LTD., as Lender
		
	By:	 	            /s/ Jay Garrett

		 	Name: Jay Garrett
		 	Title:   Managing Director










			
	CBAM 2017-2, LTD., as Lender
		
	By:	 	            /s/ Jay Garrett

		 	Name: Jay Garrett
		 	Title:   Managing Director










			
	CBAM 2017-3, LTD., as Lender
		
	By:	 	            /s/ Jay Garrett

		 	Name: Jay Garrett
		 	Title:   Managing Director









 
			
	CBAM 2017-4, LTD., as Lender
		
	By:	 	            /s/ Jay Garrett

		 	Name: Jay Garrett
		 	Title:   Managing Director









 
			
	Ocean Trails CLO IV, as Lender
	
	By: Five Arrows Managers North America LLC, as Asset Manager
		
	By:	 	            /s/ Michael D. Hatley

		 	Name: Michael D. Hatley
		 	Title:   Managing Director









 
			
	Ocean Trails CLO V, as Lender
	
	By: Five Arrows Managers North America LLC, as Asset Manager
		
	By:	 	            /s/ Michael D. Hatley

		 	Name: Michael D. Hatley
		 	Title:   Managing Director









 
			
	Ocean Trails CLO VI, as Lender
	
	By: Five Arrows Managers North America LLC, as Asset Manager
		
	By:	 	            /s/ Michael D. Hatley

		 	Name: Michael D. Hatley
		 	Title:   Managing Director










			
	Carlyle Global Market Strategies CLO 2016-2 Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle US CLO 2017-3 Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle US CLO 2017-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2012-3, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2012-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2013-1, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2013-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2014-1, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle Global Market Strategies CLO 2014-2, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2014-3, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle Global Market Strategies CLO 2014-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle Global Market Strategies CLO 2014-5, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2015-1, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2015-2, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2015-3, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2015-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2015-5, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle Global Market Strategies CLO 2016-1, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle Global Market Strategies CLO 2016-3, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle US CLO 2016-4, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director










			
	Carlyle US CLO 2017-1, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	Carlyle US CLO 2017-2, Ltd., as a Lender
		
	By:	 	            /s/ Linda Pace

		 	Name: Linda Pace
		 	Title:   Managing Director









 
			
	MONROE CAPITAL MML CLO 2016-1, LTD.,
	
	By: Monroe Capital Management LLC, as Collateral Manager Attorney-in Fact, as Lender
		
	By:	 	            /s/ Jeff Williams

		 	Name: Jeff Williams
		 	Title:   Managing Director









 
			
	MONROE CAPITAL CLO 2014-1, LTD.,
	
	By: Monroe Capital Management, LLC, as Asset Manager and attorney-in fact, as Lender
		
	By:	 	            /s/ Jeff Williams

		 	Name: Jeff Williams
		 	Title:   Managing Director









 
			
	ALM V, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President










			
	ALM VI, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President










			
	ALM VII (R), Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President










			
	ALM VII (R)-2, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	ALM VII, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	ALM VIII, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	ALM XII, Ltd., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as Collateral Manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President










			
	ALM XIV, LTD., as a Lender
	 By: Apollo Credit Management (CLO), LLC,

as its collateral manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	ALM XIX, LTD., as a Lender
	 by Apollo Credit Management (CLO), LLC,

as its collateral manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	 ALM XVI, LTD., as a Lender
 by
Apollo Credit Management (CLO), LLC,
 as its collateral manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	 ALM XVII, Ltd., as a Lender
 by
Apollo Credit Management (CLO), LLC,
 as its collateral manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	 ALM XVIII, LTD., as a Lender
 by
Apollo Credit Management (CLO), LLC,
 as its collateral manager

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	Apollo Credit Funding III Ltd., as a Lender
	By: Apollo ST Fund Management LLC, its investment manager
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Apollo Credit Funding IV Ltd., as a Lender
	 By Apollo ST Fund Management, LLC,

as its collateral manager

		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Apollo Credit Funding V Ltd., as a Lender
	By Apollo ST Fund Management LLC, as its collateral manager
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Apollo Credit Funding VI Ltd., as a Lender
	By: Apollo ST Fund Management LLC, as its collateral manager
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Apollo Lincoln Fixed Income Fund, L.P., as a Lender
	BY: Apollo Lincoln Fixed Income Management, LLC, its investment manager
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Apollo Senior Floating Rate Fund Inc., as a Lender
	BY: Account 631203
		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	Apollo Tactical Income Fund Inc , as a Lender
	BY: Account 361722
		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	Apollo TR US Broadly Syndicated Loan LLC, as a Lender
	By: Apollo Total Return Master Fund LP, its Member
	By: Apollo Total Return Advisors LP, its General Partner
	By: Apollo Total Return Advisors GP LLC, its General Partner
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	Cadbury Mondelez Pension Trust Limited, as a Lender
	By: Apollo TRF CM Management, LLC, its investment manager
	By: Apollo Capital Management, L.P., its member
	By: Apollo Capital Management GP, LLC, its general partner
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	MPI (London) Limited, as a Lender
	By: Apollo TRF MP Management, LLC, its sub-advisor
	By: Apollo Capital Management, L.P., its sole member
	By: Apollo Capital Management GP, LLC, its general partner
		
	By:	 	            /s/ Joseph Glatt

		 	Name: Joseph Glatt
		 	Title:   Vice President









 
			
	PPF Nominee 2 B.V. , as a Lender
	By: Apollo Credit Management (Senior Loans), LLC, its Investment Manager
		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	 RR 2 Ltd., as a Lender
 by Redding
Ridge LLC as its collateral manage

		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	RR1 LTD., as a Lender
	BY: Apollo Credit Management (CLO), LLC, as its collateral manager
		
	By:	 	            /s/ Joe Moroney

		 	Name: Joe Moroney
		 	Title:   Vice President









 
			
	South Fork Trading, LLC, as a Lender
	By: SunTrust Bank, as manager
		
	By:	 	            /s/ Connie Bailey-Blake

		 	Name: Connie Bailey-Blake
		 	Title:   Vice President









 
			
	 MainStay VP Floating Rate Portfolio,

a series of MainStay VP Funds Trust

	By: NYL Investors, LLC,
	       its Subadvisor
		
	By:	 	            /s/ Michelle Lim

		 	Name: Michelle Lim
		 	Title:   Senior Director









 
			
	 MainStay Floating Rate Fund,
 a
series of MainStay Funds Trust

	By: NYL Investors, LLC,
	       its Subadvisor
		
	By:	 	            /s/ Michelle Lim

		 	Name: Michelle Lim
		 	Title:   Senior Director









 
			
	Barclays Bank PLC, as Lender
		
	By:	 	            /s/ Nicholas Guzzardo

		 	Name: Nicholas Guzzardo
		 	Title:   AVP









 
			
	Nebraska Investment Council, as Lender
		
	By:	 	            /s/ Alex Guang Yu

		 	Name: Alex Guang Yu
		 	Title:   Authorized Signatory









 
			
	 Kansas Public Employees Retirement System,

as Lender

		
	By:	 	            /s/ Alex Guang Yu

		 	Name: Alex Guang Yu
		 	Title:   Authorized Signatory









 
			
	 Franklin US Floating Rate Plus Master Fund,

as Lender

		
	By:	 	            /s/ Alex Guang Yu

		 	Name: Alex Guang Yu
		 	Title:   Authorized Signatory









 
			
	Franklin Templeton Series II Funds - Franklin Floating Rate II Fund, as Lender
		
	By:	 	            /s/ Madeline Lam

		 	Name: Madeline Lam
		 	Title:   Asst. Vice President









 
			
	Franklin Floating Rate Master Trust - Franklin Floating Rate Master Series, as Lender
		
	By:	 	            /s/ Madeline Lam

		 	Name: Madeline Lam
		 	Title:   Asst. Vice President









 
			
	Franklin Investors Securities Trust - Franklin Floating Rate Daily Access Fund, as Lender
		
	By:	 	            /s/ Madeline Lam

		 	Name: Madeline Lam
		 	Title:   Vice President









 
			
	Franklin Floating Rate Master Trust - Franklin Lower Tier Floating Rate Fund, as Lender
		
	By:	 	            /s/ Alex Guang Yu

		 	Name: Alex Guang Yu
		 	Title:   Authorized Signatory









 
			
	Franklin Floating Rate Master Trust - Franklin Middle Tier Floating Rate Fund, as Lender
		
	By:	 	            /s/ Alex Guang Yu

		 	Name: Alex Guang Yu
		 	Title:   Authorized Signatory









 
			
	Citi Loan Funding GMS 2017-5 LLC, as a Lender
	By: Citibank N.A.,
		
	By:	 	            /s/ Mitesh Bhakta

		 	Name: Mitesh Bhakta
		 	Title:   Associate Director









 
			
	 MACQUARIE CAPITAL FUNDING LLC,
 as
Lender

		
	By:	 	            /s/ Lisa Grushkin

		 	Name: Lisa Grushkin
		 	Title:   Authorized Signatory
		
	By:	 	            /s/ Mimi Shih

		 	Name: Mimi Shih
		 	Title:   Authorized Signatory