Exhibit 10.1





AMENDMENT No. 1 , dated as of November 21, 2018, (the “ Amendment ”) to the Credit Agreement, dated as of June 24, 2014, among DaVita Inc. (formerly, DaVita Healthcare Partners Inc.), a Delaware corporation (the “ Borrower ”), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement (the “ Lenders ”), JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “ Administrative Agent ”) and Collateral Agent (the “ Collateral Agent ”), JPMORGAN CHASE BANK, N.A., as Issuing Lender and Swingline Lender, the other agents from time to time party thereto (as amended, restated, modified and supplemented from time to time, the “ Credit Agreement ”); capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.


WHEREAS, the Borrower has informed the Administrative Agent and the Lenders that it intends to consummate the sale of 100% of the Equity Interests of DaVita Medical Holdings, LLC, and its direct and indirect subsidiaries, together with the assets thereof (collectively, the “ DMG Assets ”), including, without limitation, pursuant to the Equity Purchase Agreement, dated as of December 5, 2017, (as amended, restated, supplemented or otherwise modified from time to time) by and among the Borrower, Collaborative Care Holdings, LLC, and (solely with respect to certain provisions therein) UnitedHealth Group Incorporated;


WHEREAS, the Borrower desires to amend the Credit Agreement on the terms set forth herein;


WHEREAS, Section 11.1 of the Credit Agreement provides that the Credit Agreement may be amended with the consent of the Required Lenders;


WHEREAS, subject to certain conditions, the Required Lenders are willing to agree to such amendments;


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


Section 1. Amendments .  The Credit Agreement is hereby amended as follows:


(a)    The following defined terms shall be added to Section 1.1 of the Credit Agreement:


“ Amendment No. 1 ” shall mean that certain Amendment No. 1 hereto, dated as of November 21, 2018, by and among the Borrower, the Lenders party thereto and the Administrative Agent.


“ DMG Assets ” shall have the meaning assigned to it in Amendment No. 1.


(b)    Section 7.5 is amended to add the following new clause (n) at the end of such section as follows:


“(n) the Borrower and its subsidiaries may consummate the sale, transfer or other disposition of any DMG Assets in one or more transactions; provided that no more than $750,000,000 of Net Cash Proceeds from any such sale, transfer or other disposition may be reinvested (pursuant to a Reinvestment Notice) and any excess Net Cash Proceeds not so reinvested shall be applied to prepay Loans in accordance with Section 2.11 .”


(c)    Section 7.16 is amended and restated as follows:


Maximum Leverage Ratio .  Permit the Leverage Ratio, measured as of the end of any Measurement Period ending during any period set forth in the table below, to exceed the ratio set forth opposite such period in the table below:


Test PeriodLeverage RatioSeptember 30, 2018  - June 29, 20195.00 to 1.00June 30, 2019 and thereafter4.50 to 1.00





Section 2. Representations and Warranties, No Default .  By its execution of this Amendment, each Loan Party hereby certifies that prior to and immediately after giving effect to this Amendment:


(a).    the execution, delivery and performance by each Loan Party of this Amendment, are within such Loan Party’s corporate, partnership or limited liability company powers, as applicable, have been duly authorized by all








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necessary corporate, partnership or limited liability company action, as applicable, do not (i) contravene such Loan Party’s Constitutive Documents, (ii) violate any Requirements of Law, (iii) conflict with or result in the breach of, or constitute a default or require any payment to be made under, any material contract, loan agreement, indenture, mortgage, deed of trust, lease or other instrument binding on or affecting any Loan Party or any of its properties that would reasonably be likely to have a Material Adverse Effect or (iv) except for the Liens created under the Loan Documents, result in or require the creation or imposition of any Lien upon or with respect to any of the properties of any Loan Party;


(b).    no Default or Event of Default shall have occurred and be continuing, or will result from the execution of this Amendment and the transactions contemplated hereby;


(c).    each of the representations and warranties made by any Loan Party set forth in Section 4 of the Credit Agreement or in any other Loan Document shall be true and correct in all material respects (except that any representation and warranty that is qualified as to “materiality” or “Material Adverse Effect” shall be true and correct in all respects) on and as of the Amendment No.1 Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date.


Section 3. Effectiveness .


(a)    The Amendment shall become effective on the date (such date, if any, the “ Amendment No. 1 Effective Date ”) that the following conditions have been satisfied:


(i)    The Administrative Agent shall have received executed signature pages hereto from Lenders constituting the Required Lenders and each Loan Party;


(ii)    the Borrower shall have paid to the Administrative Agent for the account of the applicable Lenders, by wire transfer of immediately available funds, to each Tranche B Term Lender that executes this Amendment, a consent fee in an amount equal to .075% of the aggregate principal amount of the Term Loans held by such Tranche B Term Lender immediately prior to the Amendment No. 1 Effective Date; and


(iii)    The Administrative Agent shall have received, in immediately available funds, payment or reimbursement of all costs, fees, out-of-pocket expenses, compensation and other amounts then due and payable in connection with this Amendment, in each case, to the extent invoiced at least one Business Day prior to the Amendment No. 1 Effective Date, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent.


Section 4. Counterparts .  This Amendment may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument.  Delivery of an executed counterpart of a signature page of this Amendment by facsimile or any other electronic transmission shall be effective as delivery of a manually executed counterpart hereof.


Section 5. Governing Law and Waiver of Right to Trial by Jury . THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK (INCLUDING, WITHOUT LIMITATION, SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW, BUT OTHERWISE WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES THEREOF).  The jurisdiction and waiver of right to trial by jury provisions in Section 11.12 of the Credit Agreement are incorporated herein by reference mutatis mutandis .


Section 6. Headings .  The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.


Section 7. Effect of Amendment .  This Amendment shall not constitute a novation of the Credit Agreement or any of the other Loan Documents. Except as expressly set forth herein, this Amendment (i) shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Administrative Agent, any other Agent or the Issuing Lenders, in each case under the Credit Agreement or any other Loan Document, and (ii) 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 provision of either such agreement or any other Loan Document.  Except as expressly set forth herein, each and every term, condition, obligation, covenant and agreement contained in the Credit Agreement or any other Loan Document is hereby ratified and re-affirmed in all respects and shall continue in full force and effect.  Each Loan Party hereby expressly acknowledges








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the terms of this Amendment and reaffirms, as of the date hereof, (i) the covenants and agreements contained in each Loan Document to which it is a party, including, in each case, such covenants and agreements as in effect immediately after giving effect to this Amendment and the transactions contemplated hereby and (ii) its guarantee of the Obligations under the Guaranty, as applicable, and its grant of Liens on the Collateral to secure the Obligations pursuant to the Security Documents.  This Amendment shall constitute a Loan Document for purposes of the Credit Agreement and from and after the Amendment No.  1 Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this Agreement,” “hereto,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement, shall, unless expressly provided otherwise, be deemed to refer, from and after the Amendment No. 1 Effective Date, to the Credit Agreement as amended by this Amendment.  Each of the Loan Parties hereby consents to this Amendment and confirms that all obligations of such Loan Party under the Loan Documents to which such Loan Party is a party shall continue to apply to the Credit Agreement, including on and after the Amendment No. 1 Effective Date, as amended hereby.


[ Signature pages follow ]











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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized officers as of the day and year first above written.


DAVITA INC.By:/s/ Chet MehtaName:Chet MehtaTitle:Group VP, Finance





[Signature Page to Amendment No. l]


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GUARNTORS LISTED ON APPENDIX ABy:/s/ Chet MehtaName:Chet MehtaTitle:Group Vice President








[Signature Page to Amendment No. l]


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JPMORGAN CHASE BANK, N.A., as Administrative Agent and a LenderBy:/s/ Dawn Lee LumName:Dawn Lee LumTitle:Executive Director








[Signature Page to Amendment No. l]


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The undersigned hereby irrevocably and unconditionally consents to this Amendment.


[LENDER NAME], As a LenderBy:


By:Name:Title:





If second signature is necessary:


By:Name:Title:








Amendment No. 1 to the Credit Agreement also executed by the following lenders (signature pages omitted from filing):





55 Loan Strategy Fund a series Trust of Multi Manager Global Investment Trust


55 Loan Strategy Fund Series 2 A Series Trust Of Multi Manager Global Investment Trust


55 Loan Strategy Fund Series 3 A Series Trust of Multi Manager Global Investment Trust


55 Loan Strategy Fund Series 4 a Series Trust of Multi Manager Global Investment Trust


A Voce CLO, Ltd


ABR Reinsurance LTD.


ACE Property & Casualty Insurance Company


AXA IM Paris SA for and on behalf ACM US Loans Fund


Adams Mill CLO Ltd.


AIB Debt Management, Limited


Allstate Insurance Company


AIMCO ALCO, Series 2014-A


AXA IM Inc. for and on behalf of Allegro CLO III, Limited


AllianceBernstein Institutional Investments - AXA High Yield Loan II Portfolio


AllianceBernstein Institutional Investments - AXA High Yield Loan Portfolio


AMADABLUM US Leveraged Loan Fund a Series Trust of Global Multi Portfolio Investment Trust


Amalgamated Bank


AMBITION TRUST 2009


AMBITION TRUST 2011


BABSON CLO LTD. 2014-I


BARINGS CLO LTD. 2015-I


BARINGS CLO LTD. 2016-III


BARINGS CLO LTD. 2017-I


BARINGS CLO LTD. 2018-I


BARINGS CLO LTD. 2018-III


C.M LIFE INSURANCE COMPANY


MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY


BROWN BROTHERS HARRIMAN TRUST COMPANY (CAYMAN) LIIMITED acting solely in its capacity as Trustee of BARINGS LOAN FUND, a series trust of the Multi Manager Global Investment Trust


BROWN BROTHERS HARRIMAN TRUST COMPANY (CAYMAN) LIMITED acting solely in its capacity as Trustee of BARINGS LOAN FUND SERIES 2, a series trust of the Multi Manager Global Investment Trust


BROWN BROTHERS HARRIMAN TRUST COMPANY (CAYMAN) LIMITED acting solely in its capacity as Trustee of BARINGS LOAN FUND SERIES 3, a series trust of the Multi Manager Global Investment Trust


TRYON STREET FUNDING LTD.


American General Life Insurance Company





[Signature Page to Amendment No. l]


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American Home Assurance Company


American Savings Bank, F.S.B.


AMJ Bank Loan Fund A Series Trust of Multimanager Global Investment Trust


AMJ Bank Loan Fund SERIES 2 A SERIES TRUST OF MULTI MANAGER GLOBAL INVESTMENT TRUST


AMJ LOAN FUND SERIES 3 A SERIES TRUST OF MULTIMANAGER GLOBAL INVESTMENT TRUST


AMMC CLO 15, LIMITED


AMMC CLO 16, LIMITED


AMMC CLO 21, LIMITED


AMMC CLO XI, LIMITED


AMMC CLO XII, LIMITED


AMMC CLO XIII, LIMITED


AMMC CLO XIV, LIMITED


Apollo AF Loan Trust 2012


Apollo/Palmetto Short-Maturity Loan Portfolio, L.P.


ARCHES FUNDING ULC


Ares Loan Trust 2011


ARES XXIX CLO LTD.


Ares XXVIIIR CLO Ltd.


Ares XXXIII CLO Ltd.


Ares XXXIR CLO Ltd.


Argo Re LTD


Argonaut Insurance Company


Armed Forces Bank, NA


Ascension Alpha Fund, LLC


Ascension Health Master Pension Trust


Associated Bank, N.A.


ATLAS SENIOR LOAN FUND III, Ltd.


ATLAS SENIOR LOAN FUND IV, LTD.


ATLAS SENIOR LOAN FUND IX, LTD.


ATLAS SENIOR LOAN FUND V, LTD.


ATLAS SENIOR LOAN FUND XII, LTD.


Atlas Senior Secured Loan Fund VIII, Ltd.


Auburn CLO, Ltd.


Auto Club Insurance Association


AXA IM Paris SA for and on behalf of AXA Germany Leveraged Loans Fund


AXA IM Paris SA for and on behalf of AXA UK Leveraged Loans Fund


AZB Funding 7


B&M CLO 2014-1 Ltd.


Bank of America, N.A.


Bank of Hope


BANK OF LABOR


BOK Financial, N.A.


Bank OZK (Formerly Bank of the Ozarks)


Banner Bank


Barclays Bank PLC


Barclays Bank PLC


BAWAG P.S.K. Bank fûr Arbeit und Wirtschaft Osterreichische Postsparkasse Aktiengesellschaft


BCBSM, Inc.


Berkshire Bank


BlackRock Credit Strategies Income Fund of BlackRock Funds V


BlackRock Debt Strategies Fund, Inc.


BlackRock Floating Rate Income Portfolio of BlackRock Funds V


BlackRock Floating Rate Income Strategies Fund, Inc.


BlackRock Floating Rate Income Trust


BlackRock Funds II, BlackRock Multi-Asset Income Portfolio


BlackRock Global Investment Series: Income Strategies Portfolio


BlackRock Global Long/Short Credit Fund of BlackRock Funds IV


BlackRock Limited Duration Income Trust


BlackRock Senior Floating Rate Portfolio





[Signature Page to Amendment No. l]


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BlueMountain CLO 2012-2 Ltd


Bluemountain CLO 2013-1 LTD.


Bluemountain CLO 2013-2 LTD.


BlueMountain CLO 2014-2 Ltd


BlueMountain CLO 2015-1 Ltd


BlueMountain CLO 2015-2, Ltd.


BlueMountain CLO 2015-4, Ltd.


BlueMountain CLO 2016-1, Ltd.


BlueMountain CLO 2016-3 Ltd


BlueMountain CLO 2018-1 Ltd


BlueMountain CLO 2018-2, Ltd.


BlueMountain CLO 2018-3 Ltd.


BNP Paribas Flexi III Global Senior Corporate Loans Fund


General Global Private Corporate Credit Fund


BNPP IP CLO 2014-1, Ltd.


BNPP IP CLO 2014-II, Ltd.


Bowman Park CLO, Ltd.


Boyd Watterson Limited Duration Enhanced Income Fund


Brighthouse Funds Trust I - Brighthouse/Eaton Vance Floating Rate Portfolio


Metropolitan Life Insurance Company


[Bethlehem] Life Insurance Company


Bristol Park CLO, Ltd


Bronco Trading, LLC


Buttermilk Park CLO, Ltd.


CALIFORNIA FIRST NATIONAL BANK


California Street CLO II, LTD.


California Street CLO IX, Limited Partnership


California Street CLO V, LTD.


California Street CLO XII, Ltd.


Calvert Management Series - Calvert Floating-Rate Advantage Fund


Canyon Capital CLO 2014-1, Ltd.


Canyon Capital CLO 2014-2, Ltd.


Canyon CLO 2016-1, Ltd.


Carlyle C17 CLO, Ltd.


Carlyle Global Market Strategies CLO 2012-3, Ltd.


Carlyle Global Market Strategies CLO 2012-4, Ltd.


Carlyle Global Market Strategies CLO 2013-1, Ltd.


Carlyle Global Market Strategies CLO 2013-2, Ltd.


Carlyle Global Market Strategies CLO 2013-3, Ltd.


Carlyle Global Market Strategies CLO 2013-4, Ltd.


Carlyle Global Market Strategies CLO 2014-1, Ltd.


Carlyle Global Market Strategies CLO 2014-2-R, Ltd.


Carlyle Global Market Strategies CLO 2014-3-R, Ltd.


Carlyle Global Market Strategies CLO 2014-4-R, Ltd.


Carlyle Global Market Strategies CLO 2016-2 Ltd.


Carlyle US CLO 2017-2, Ltd.


Carlyle US CLO 2017-3 Ltd.


Carlyle US CLO 2017-4, Ltd.


Cathay Bank


CATHEDRAL LAKE CLO 2013, LTD


CATHEDRAL LAKE III, LTD


CATHEDRAL LAKE IV, LTD.


Catskill Park CLO, Ltd.


Cent CLO 19 Limited


Cent CLO 20 Limited


Cent CLO 21 Limited


Cent CLO 22 Limited


CENTERSTATE BANK OF FLORIDA, N.A.


Central Pacific Bank





[Signature Page to Amendment No. l]


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CFIP CLO 2018-1, Ltd.


Chemical Bank


Chenango Park CLO, Ltd.


CHUBB European Group PLC


CIFC Funding 2013-III-R Ltd.


CIFC Funding 2013-IV, Ltd.


CIFC Funding 2014-III, Ltd.


CIFC Funding 2014-IV-R, Ltd.


CIFC Funding 2014-V, Ltd.


CIFC Funding 2015-II, Ltd.


CIFC Funding 2015-IV, Ltd.


CIT Finance LLC


Citi Loan Funding BM 17-5 LLC


CITIBANK, N.A.


CITIZENS BANK, N.A.


City of New York Group Trust


CLC Leveraged Loan Trust


Cole Park CLO, Ltd.


Columbia Floating Rate Fund, a series of Columbia Funds Series Trust II


COLOMBIA STATE BANK


AXA IM Paris SA for and on behalf of Columbus Diversified Leveraged Loans Fund


AXA IM Paris SA for and on behalf of Columbus Global Debt Fund


Cook Park CLO, Ltd.


Credit Agricole Corporate and Investment Bank


CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH


Crestline Denali CLO XVII, LTD.


Crown Point CLO 4 Ltd.


Crown Point CLO 5 Ltd.


Cumberland Park CLO Ltd.


CVP Cascade CLO-1 Ltd.


CVP Cascade CLO-2 Ltd.


Daiwa/Principal US Short Duration High Yield Bond Fund


DaVinci Reinsurance Ltd.


Delaware Group Advisor Funds- Delaware Diversified Income Fund


Delaware Pooled Trust - Macquarie Core Plus Bond Portfolio


Delaware VIP Trust - Delaware VIP Diversified Income Series


DENALI CAPITAL CLO X, LTD.


DENALI CAPITAL CLO XI, LTD.


Deutsche Bank AG New York Branch


Deutsche Global Income Builder Fund


Deutsche Global Income Builder Fund


Deutsche Unconstrained Income VIP


Dewolf Park CLO, Ltd.


DNB Capital LLC


Dorchester Park CLO Designated Activity Company


EASTERN BANK


Eaton Vance Floating-Rate Income Trust


Eaton Vance Institutional Senior Loan Fund


Eaton Vance Limited Duration Income Fund


Eaton Vance Loan Fund Series III A Series Trust of Multi Manager Global Investment Trust


Eaton Vance Loan Fund Series IV A Series Trust of Multi Manager Global Investment Trust


Eaton Vance Senior Floating-Rate Trust


Eaton Vance Senior Income Trust


Eaton Vance Short Duration Diversified Income Fund


Eaton Vance US Loan Fund 2016 a Series Trust of Global Cayman Investment Trust


Eaton Vance US Loan Fund 2016 a Series Trust of Global Cayman Investment Trust


Mariner CLO  2015 I, LLC


ELM CLO 2014 I, Ltd.


Elysium Limited





[Signature Page to Amendment No. l]


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Emerson Park CLO Ltd.


Employers Compensation Insurance Company


Employers Insurance Company of Nevada


ERSTE GROUP BANK AG


FCCI Insurance Company


FIFTH THIRD BANK


Fillmore Park CLO, Ltd.,


First American Title Insurance Company


First Bank


FIRST GUARANTY BANK


First Interstate Bank


FIRST MIDWEST BANK


First Tennessee Bank


First Investors Floating Rate Fund


FirstBank Puerto Rico d / b / a F ir s tBank Florida


Fixed Income Opportunities Nero, LLC


Flagship VII Limited


Floating Rate Loan Fund, a series of 525 Market Street Fund, LLC


Flushing Bank


Univest Bank and Trust Co.


Nebraska Investment Council


Kansas Public Employees Retirement System


Franklin Templeton Series II Funds-Franklin Upper Tier Floating Rate Fund


Franklin Investors Securities Trust - Franklin Floating Rate Daily Access Fund


Franklin Floating Rate Master Trust - Franklin Floating Rate Master Series


Franklin Templeton Series II Funds - Franklin Floating Rate II Fund


Franklin Limited Duration Income Trust


Commonwealth Fixed Interest Fund 17


Brighthouse Funds Trust I - Brighthouse/Franklin Low Duration Total Return Portfolio


LVIP Global Income Fund


MD Bond Fund


MDPIM Canadian Long Term Bond Pool


MDPIM Canadian Bond Pool


Franklin Templeton Series II Funds - Franklin Multi -E Sector Credit Income Fund


EQ Advisors Trust - EQ/Franklin Strategic Income Portfolio


Franklin Investors Securities Trust - Franklin Total Return Fund


Franklin Templeton Variable Insurance Products Trust-Franklin Strategic Income VIP Fund


Franklin Investors Securities Trust-Franklin Low Duration Total Return Fund


G.A.S. (Cayman) Limited, as Trustee on behalf of Octagon Joint Credit Trust Series I (and not in its individual capacity)


Gamstar (US) Pte. Ltd.


Gilbert Park CLO, LTD.


GOLDMAN SACHS BANK USA


Greywolf CLO IV, Ltd.


GSO JUPITER LOAN TRUST


GSO Loan Trust 2010


GSO Sakura Loan Fund 2015, a Series Trust of Multi Manager Global Investment Trust


Hallmark Specialty Insurance Company


HANCOCK WHITNEY BANK


Harbor Park CLO, Ltd.


Health Net of California, Inc.


Healthcare Financial Solutions, LLC


Hempstead II CLO Ltd.


Highmark Inc.


HMO Minnesota


Honeywell International Inc. Master Retirement Trust


HPS Loan Management 11-2017, Ltd.


HPS Loan Management 2013-2, Ltd.


HPS Loan Management 3-2014, Ltd.


HPS Loan Management 4-2014, Ltd.





[Signature Page to Amendment No. l]


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HPS Loan Management 5-2015, Ltd.


HSBC Bank USA


Independent Bank


Innovation Trust 2009


Innovation Trust 2011


Invesco Bank Loan Fund Series 2 A Series Trust of Multi Manager Global Investment Trust


Invesco Gemini US Loan Fund LLC


Invesco Leveraged Loan Fund 2016 A Series Trust of Global Multi Portfolio Investment Trust


Invesco Loan Fund Series 3 A Series Trust of Multi Manager Global Investment Trust


Invesco Polaris US Bank Loan Fund


Invesco Senior Loan ETF


INVESCO SSL FUND LLC


Invesco US Leveraged Loan Fund 2016-9 a Series Trust of Global Multi Portfolio Investment Trust


Invesco US Senior Loans 2021, L.P.


Iowa Public Employees' Retirement System


iShares Short Duration High Income ETF (CADHedged)


Israel Discount Bank of New York


Jay Park CLO Ltd.


JHF II - Short Duration Credit Opportunities Fund


JNL/PPM America Floating Rate Income Fund, a series of the JNL Series Trust


JPMORGAN CHASE BANK, N.A., as Administrative Agent and a Lender


JPMORGAN CHASE BANK, N.A.


JPMBI re Blackrock Bankloan Fund


Kayne CLO I, Ltd.


Kentucky Retirement Systems (Shenkman - InsuranceFund Accou nt)


Kentucky Retirement Systems (Shenkman - Pension Account)


Kentucky Teachers' Retirement System Insurance Trust Fund


KKR CLO 10 LTD.


KKR CLO 12 LTD.


KKR CLO 15 Ltd.


KKR CLO 16 Ltd.


KKR CLO 23 Ltd.


KKR JP LOAN FUND 2015 A SERIES TRUST OF MULTI MANAGER GLOBAL INVESTMENT TRUST


KKR JP Loan Fund 2017 a Series Trust of Multi Manager Global Investment Trust


KKR Senior Floating Rate Income Fund


KVK CLO 2013-1 Ltd.


KVK CLO 2014-1 Ltd.


KVK CLO 2014-2 Ltd.


KVK CLO 2018-1 Ltd.


Land Bank of Taiwan, New York Branch


Level One Bank, a Michigan banking corporation


Lexington Insurance Company


Limerock CLO III, Ltd.


Lincoln Variable Insurance Products Trust- Bond Fund


Long Point Park CLO Ltd.


Loomis Sayles CLO II, LTD.


Loomis Sayles Loan Fund 2016, a series Trust of Multi Manager Global Investment Trust


Loomis Sayles Loan Fund, a series Trust of Multi Manager Global Investment Trust


Los Angeles County Employees Retirement Association


LVIP Delaware Diversified Floating Rate Fund


Macquarie Diversified Income Trust


Macquarie Senior Secured Loans Fund


Magnetite IX, Limited


Magnetite VII, Limited


Magnetite VIII, Limited


Magnetite XI, Limited


Magnetite XII, LTD.


Magnetite XIV-R, Limited





[Signature Page to Amendment No. l]


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MAGNETITE XIX, LIMITED


Magnetite XV, Limited


Magnetite XVI, Limited


Magnetite XVII, Limited


Magnetite XVIII, Limited


Magnetite XX, Limited


New York Life Insurance Company


New York Life Insurance and Annuity Corporation


Flatiron CLO 2015-1 Ltd.


MainStay Floating Rate Fund, a series of MainStay Funds Trust


MainStay VP Floating Rate Portfolio, a series of MainStay VP Funds Trust


Manufacturers Bank


AXA IM Paris SA for and on behalf of Matignon Derivatives Loans Unlimited Company


AXA IM Paris SA for and on behalf of Matignon Leveraged Loans Limited


AXA IM Paris SA for and on behalf of Matignon Loans IARD Fund


MATTERHORN LOAN TRUST 2015


Mega International Commercial Bank Co. LTD, a New York Branch


Mercer Field II CLO Ltd.


METROPOLITAN COMMERCIAL BANK


Metropolitan Life Insurance Company


Brighthouse Life Insurance Company


MIZUHO BANK, LTD.


Modern Bank, N.A.


Morgan Stanley Bank, N.A.


Mountain Hawk II CLO, LTD.


Mt. Whitney Securities, L.L.C.


Mt. Whitney Securities, LLC


MUFG Bank, Ltd., formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.


Musashi Secured Credit Fund Ltd.


Muzinich & Co., (Ireland) Limited for the account of Muzinich Global Tactical Credit


Muzinich Loan Fund


Muzinich Credit Opportunities Fund


Myers Park CLO, Ltd.


National Union Fire Insurance Company of Pittsburgh, Pa.


NB Global Floating Rate Income Fund Limited


NC GARNET FUND, L.P.


Neuberger Berman Floating Rate Income Fund


Neuberger Berman Investment Funds II Plc


Neuberger Berman Senior Floating Rate Income Fund LLC


NEUBERGER BERMAN US STRATEGIC INCOME FUND


NewMark Capital Funding 2014-2 CLO Ltd.


NF Loan Trust 2016


NJP Bank Loan Fund 2015 A Series Trust of Multi Manager Global Investment Trust


NJP Loan Fund 2016 A Series Trust of Multi Manager Global Investment Trust


The Northern Trust Company


Nuveen Diversified Dividend & Income Fund


Nuveen Floating Rate Income Fund


Nuveen Tax Advantaged Total Return Strategy Fund


NZCG Funding Ltd


Oaktree EIF II Series A1, Ltd.


OAKTREE EIF II SERIES B1, LTD.


Oaktree Enhanced Income Funding Series IV, Ltd.,


Ocean Trails CLO V


Octagon Delaware Trust 2011


Octagon Investment Partners 18-R, Ltd.


Octagon Investment Partners 24, Ltd.


Octagon Investment Partners 25, Ltd.


Octagon Investment Partners 26, Ltd.


Octagon Investment Partners 27, Ltd.





[Signature Page to Amendment No. l]


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Octagon Investment Partners 29, Ltd.


Octagon Investment Partners 33, LTD.


Octagon Investment Partners 37, Ltd.


Octagon Investment Partners 39, Ltd.


Octagon Investment Partners XIX, Ltd.


Octagon Investment Partners XV, Ltd.


Octagon Investment Partners XXI, Ltd.


Octagon Investment Partners XXII, Ltd


Octagon Loan Funding, Ltd.


Octagon Loan Trust 2010


Octagon Paul Credit Fund Series I, Ltd.


Optimum Trust - Optimum Fixed Income Fund


Optum Bank, Inc.


Pacific Coast Bankers' Bank


PACIFIC NATIONAL BANK


Palmer Square CLO 2013-2, Ltd


Palmer Square CLO 2014-1, Ltd


Palmer Square CLO 2015-2, Ltd


Palmer Square CLO 2018-1, Ltd


Palmer Square Loan Funding 2017-1, Ltd


Palmer Square Loan Funding 2018-1, Ltd


Palmer Square Loan Funding 2018-2, Ltd


PAYDEN ABSOLUTE RETURN BOND FUND


PAYDEN ABSOLUTE RETURN BOND FUND (Account 5423)


PAYDEN FLOATING RATE FUND


PAYDEN STRATEGIC INCOME FUND


People’s United Bank, N.A.


Permanens Capital Floating Rate Fund LP


PIMCO Bermuda Trust II: PIMCO Bermuda Bank Loan Fund (M)


PIMCO Bermuda Trust II: PIMCO Bermuda Income Fund (M)


PIMCO Cayman Bank Loan Libor Plus Fund JPY Hedge A Series Trust of Multi Manager Global Investment Trust,


PIMCO Cayman Bank Loan LIBOR Plus Fund JPY Hedge Series 2 A Series Trust of Multi Manager Global Investment Trust


PIMCO Cayman BB Loan Fund JPY Hedge 2018 A Series Trust of Multi Manager Global Investment Trust


PIMCO Cayman Loan LIBOR Plus Fund JPY Hedge Series 3: A Series Trust of Multi Manager Global Investment Trust


PIMCO Cayman Trust: PIMCO Cayman Bank Loan Fund


PIMCO Funds Global Investors Series plc: Income Fund


PIMCO Funds Global Investors Series PLC: Strategic Income Fund


PIMCO Funds Ireland plc: PIMCO Senior Loan Fund


PIMCO Funds: PIMCO Income Fund


PIMCO Funds: PIMCO Senior Floating Rate Fund


Pioneer Bond Fund


Pioneer Floating Rate Fund


Pioneer Floating Rate Trust


Pioneer Institutional Multi-Sector Fixed Income Portfolio


Pioneer Investments Diversified Loans Fund


Pioneer Multi-Asset Ultrashort Income Fund


Pioneer Multi-Sector Fixed Income Trust


PPM CLO 2018-1 Ltd.


PPM Floating Rate Income Fund, a series of the PPM Funds


Preferred Bank


Principal Funds, Inc. - Core Plus Bond Fund


Principal Life Insurance Company


Principal Life Insurance Company - dba Principal Core Plus Bond Separate Account


Principal Life Insurance Company on behalf of one or more separate accounts (DBA Principal Life Insurance Company - Guaranteed Separate Account 01)


Principal Variable Contracts Funds, Inc. - Core Plus Bond Account


PRU BB Loan Fund 2018 A Series Trust of Multi Manager Global Investment Trust


PT. Bank Rakyat Indonesia (Persero) Tbk New York Agency


Quad City Bank and Trust Company





[Signature Page to Amendment No. l]


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Quaestio Solutions Funds - USHY - QCF -US High Yield Bond Pool


Quamvis SCA SICAV-FIS


Raymond James Bank, N.A.


Regence Bluecross Blueshield of Oregon


Regence Bluecross Blueshield of Utah


Regence Blueshield


Regence Blueshield of Idaho


Renaissance Trust 2009


RiverSource Life Insurance Company


Royal London Multi Asset Credit Fund


Salem Fields CLO, Ltd.


Seneca Park CLO, Ltd.


Senior Debt Portfolio


Shell Contributory Pension Fund


Siemens Financial Services, Inc.


Somerset Trust Company


State Bank of India (California), Los Angeles Branch


State Street Bank and Trust Company


Stewart Park CLO, Ltd.,


Stichting Pensioenfonds Medische Specialisten


Stichting Shell Pensioenfonds


Stifel Bank & Trust


Stock Yards Bank & Trust Company


Stone Harbor Collective Investment Trust - Stone Harbor Bank Loan Collective Fund


Stone Harbor Global Funds PLC - Stone Harbor Leveraged Loan Portfolio


Stone Harbor Leveraged Loan Fund LLC


Stone Tower Loan Trust 2010


Stone Tower Loan Trust 2011


Sumitomo Mitsui Banking Corporation


Sumitomo Mitsui Trust Bank, Limited, New York Branch


Sunflower Bank, National Association


Suntrust Bank


Superannuation Arrangements of the Univ of London


Swiss Life Loan Fund (LUX) - Senior Secured Loans I


Swiss Life Loan Fund (LUX) - Senior Secured Loans II


Swiss Life Loan Fund (LUX) - Senior Secured Loans IV


Symphony CLO XIV, Ltd.


Taconic Park CLO Ltd.


TCI-Cent CLO 2016-1 Ltd.


TCI-Symphony CLO 2017-1 Ltd.


Teachers Advisors, Inc., on behalf of TIAA-CREF Life Funds Bond Fund


Teachers Advisors, Inc., on behalf of TIAA-CREF Short-Term Bond Fund


Teachers Insurance and Annuity Association of America


Teachers’ Retirement System of the State of Kentucky


Thacher Park CLO, Ltd.


The Bank of New York Mellon


Then Bank of Nova Scotia


Central Trust Bank


First National Bank of Pennsylvania


The Huntington National Bank


The Standard Fire Insurance Co.


The United States Life Insurance Company In the City of New York


The Variable Annuity Life Insurance Company


THL Credit WR 2014-3K CLO Ltd.


Thrivent Financial For Lutherans


TRALEE CLO II, LTD


Tralee CLO IV, Ltd.,


Treman Park CLO, Ltd.


Trinitas CLO II, Ltd.





[Signature Page to Amendment No. l]


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Tryon Park CLO Ltd.


United HealthCare Insurance Company


United HealthCare Insurance Company


United Healthcare Insurance Company


US Bank N.A., solely as trustee of the DOLL Trust (for Qualified Institutional Investors only), (and not in its individual capacity),


USAA ETF Trust - USAA Short -Term Bond ETF


USAA Mutual Funds Trust - USAA Short - Term Bond Fund


VantageTrust III Master Collective Investment Funds Trust


Venture 32 CLO


Venture VII CDO Limited


Venture XII CLO, Limited


Venture XIII CLO, Limited


Venture XIV CLO, Limited


Venture XV CLO, Limited


Venture XVI CLO, Limited


Venture XVII CLO Limited


Venture XVIII CLO, Limited


Venture XX CLO, Limited


Venture XXVIII CLO, Limited


Victorian Superannuation Fund


Virginia College Savings Plan


Bean Creek CLO, Ltd.


Clear Creek CLO, Ltd.


Mill Creek CLO II, Ltd.


Silver Creek CLO, Ltd.


Bankers Life and Casualty Company


Washington National Insurance Company


WEBBANK


Webster Park CLO, Ltd,


Wells Fargo Bank National Association


Wells Fargo Bank. N.A.


West Bank


West CLO 2013-1 Ltd.


West CLO 2014-1 Ltd.


West CLO 2014-2 Ltd.


Westcott Park CLO, Ltd.


Western Asset Global Corporate Defined Opportunity Fund Inc.


Western Asset Premier Bond Fund


WhiteHorse XII, Ltd.


Wintrust Bank


WM Pool - Fixed Interest Trust No. 7


WM POOL - High Yield Fixed Interest Trust


York CLO-1 Ltd.


York CLO-3 Ltd.


York CLO-4 Ltd.


York CLO-5 Ltd.


ZAIS CLO 1, Limited


ZAIS CLO 2, Limited


Ziggurat CLO Ltd.


ZILUX FCP-SIF - Zilux Senior Loans Global


Zurich American Life Insurance Company























[Signature Page to Amendment No. l]


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Appendix A





Guarantors





DaVita Medical ASC-LB California, LLC


DaVita Medical Florida, Inc.


DaVita Medical ACO Florida, LLC


DaVita Medical Group New Mexico, LLC


DaVita Medical Group South Florida, LLC


DaVita Medical Holding Company, New Mexico, LLC


DaVita Medical Holdings, LLC


DaVita Medical Holdings Florida, Inc.


HCP IPA Nevada, LLC


HealthCare Partners Management Services Nevada, LLC


HealthCare Partners of Nevada, LLC


DaVita Medical Management, LLC


Everett MSO, Inc.


Alamosa Dialysis, LLC


Carroll County Dialysis Facility, Inc.


Continental Dialysis Center of Springfield-Fairfax, Inc.


Continental Dialysis Centers, Inc.


DaVita - West, LLC


DaVita of New York, Inc.


DaVita Rx, LLC


DC Healthcare International, Inc.


Dialysis Holdings, Inc.


Dialysis Specialists of Dallas, Inc.


DNP Management Company, LLC


Downriver Centers, Inc.


DVA Healthcare of Maryland, LLC


DVA Healthcare of Massachusetts, Inc.


DVA Healthcare of Pennsylvania, LLC


DVA Healthcare Procurement Services, Inc.


DVA Healthcare Renal Care, Inc.


DVA Laboratory Services, Inc.


DVA of New York, Inc.


DVA Renal Healthcare, Inc.


East End Dialysis Center, Inc.


Elberton Dialysis Facility, Inc.


Flamingo Park Kidney Center, Inc.


Fort Dialysis, LLC


Freehold Artificial Kidney Center, L.L.C.


Greenspoint Dialysis, LLC


Hills Dialysis, LLC


Houston Kidney Center/Total Renal Care Integrated Service Network Limited Partnership


ISD Renal, Inc.


Kidney Care Services, LLC


Knickerbocker Dialysis, Inc.


Liberty RC, Inc.


Lincoln Park Dialysis Services, Inc.


Maple Grove Dialysis, LLC


Mason-Dixon Dialysis Facilities, Inc.


Nephrology Medical Associates of Georgia, LLC


Neptune Artificial Kidney Center, L.L.C.


North Atlanta Dialysis Center, LLC


North Colorado Springs Dialysis, LLC


Palo Dialysis, LLC


Patient Pathways, LLC


Physicians Choice Dialysis Of Alabama, LLC








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Physicians Choice Dialysis, LLC


Physicians Dialysis Acquisitions, Inc.


Physicians Dialysis Ventures, LLC


Physicians Management, LLC


Renal Life Link, Inc.


Renal Treatment Centers - California, Inc.


Renal Treatment Centers - Hawaii, Inc.


Renal Treatment Centers - Illinois, Inc.


Renal Treatment Centers - Mid-Atlantic, Inc.


Renal Treatment Centers - Northeast, Inc.


Renal Treatment Centers - Southeast, LP


Renal Treatment Centers - West, Inc.


Renal Treatment Centers, Inc.


Renal Ventures Management, LLC


RMS Lifeline Inc.


Rocky Mountain Dialysis Services, LLC


Shining Star Dialysis, Inc.


Sierra Rose Dialysis Center, LLC


Southwest Atlanta Dialysis Centers, LLC


The DaVita Collection, Inc.


Total Acute Kidney Care, Inc.


Total Renal Care Texas Limited Partnership


Total Renal Care, Inc.


Total Renal Laboratories, Inc.


Total Renal Research, Inc.


TRC - Indiana, LLC


TRC of New York, Inc.


TRC West, Inc.


Tree City Dialysis, LLC


VillageHealth DM, LLC