EX-10.2


  Exhibit 10.2

 
 Execution Version
  
 NINTH
AMENDMENT TO CREDIT AGREEMENT
  
 This NINTH AMENDMENT TO CREDIT AGREEMENT, dated as of April 9, 2020 (this
“Amendment”), is entered into by and among GLOBAL EAGLE ENTERTAINMENT INC., a Delaware corporation (the “Borrower”), the Guarantors identified on the signature pages hereto (the “Guarantors”
and, together with the Borrower being collectively referred to as the “Loan Parties”), the Lenders party hereto and CITIBANK, N.A., as administrative agent (in such capacity, together with its successors and permitted assigns in
such capacity, the “Administrative Agent”), and is made with reference to the Credit Agreement, dated as of January 6, 2017, as amended by the First Amendment and Limited Waiver to Credit Agreement, dated as of May 4, 2017, the
Amendment to First Amendment and Limited Waiver to Credit Agreement and Second Amendment to Credit Agreement, dated as of June 29, 2017, the Third Amendment to Limited Waiver to Credit Agreement and Third Amendment to Credit Agreement, dated as of
October 2, 2017, the Fourth Amendment to Limited Waiver to Credit Agreement and Fourth Amendment to Credit Agreement, dated as of October 31, 2017, the Fifth Amendment to Limited Waiver to Credit Agreement and Fifth Amendment to Credit Agreement,
dated as of December 22, 2017, the Sixth Amendment to Credit Agreement, dated as of March 8, 2018, the Omnibus Incremental Term Loan and Seventh Amendment to Credit Agreement and Amendment to Security Agreement, dated as of July 19, 2019, and the
Eighth Amendment to Credit Agreement, dated as of April 7, 2020 (as so amended, the “Credit Agreement”), among the Borrower, the Guarantors party thereto, the lenders and letter of credit issuers party thereto and the
Administrative Agent.
  
 WITNESSETH:
  

WHEREAS, the Borrower has requested that the Lenders amend certain provisions of the Credit Agreement as provided for herein; and

 
 WHEREAS, on the terms and subject to the conditions set forth herein, in accordance with Section 10.01 of the Credit Agreement,
the undersigned Lenders (constituting at least Required Lenders) agree to amend certain provisions of the Credit Agreement as set forth herein.
  

NOW, THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, 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. Definitions. Each capitalized term used and not otherwise defined in this Amendment shall have the meaning assigned to such term in the Credit Agreement after giving
effect to this Amendment (the “Amended Credit Agreement”).
  
 SECTION 2. Amendments to the Credit
Agreement. Upon the occurrence of the Effective Date (as defined in Section 3 hereof), the following amendment is hereby made to the Credit Agreement:
  

(a)          Section 6.01(a) of the Credit Agreement is hereby amended by deleting “April 9, 2020” appearing in
the proviso at the end thereof and inserting “April 16, 2020” in lieu thereof.
  

	 
	 
	  

	 

  
 SECTION 3. Conditions to Agreement. This Amendment shall become effective on the date of this
Amendment (the “Effective Date”) upon receipt by the Administrative Agent of a counterpart signature page of this Amendment, duly executed and delivered by the Borrower and each other Loan Party and Lenders constituting Required
Lenders.
  
 SECTION 4. Representations and Warranties. Each Loan Party party hereto hereby represents and warrants to the
Administrative Agent and each Lender (in each case solely with respect to itself), in each case as of the Effective Date, that:
  

(a)          Such Loan Party has the requisite power and authority, and the legal right, to enter into this Amendment. Such
Loan Party has taken all necessary corporate or other organizational action to authorize the execution, delivery and performance of this Amendment. This Amendment constitutes a legal, valid and binding obligation of such Loan Party, enforceable
against such 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)          The representations and warranties made by such Loan Party pursuant to Article 5 of the Amended Credit
Agreement are true and correct in all material respects on and as of the Effective Date, after giving effect to this Amendment, as if made on and as of such 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)          Immediately after giving effect to this Amendment, no Default or Event of Default has occurred and is
continuing on and as of the Effective Date or will result from the consummation of the transactions contemplated by this Amendment.
  

SECTION 5. Entire Agreement. This Amendment, the Amended Credit Agreement and the other Loan Documents constitute the entire agreement among the parties with respect to the
subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and verbal, among the parties or any of them with respect to the subject matter hereof.

 
 SECTION 6. GOVERNING LAW. THIS AMENDMENT, AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS
AMENDMENT, AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON OR ARISING OUT OF THIS AMENDMENT OR THE AMENDED CREDIT AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY, SHALL BE
GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.
  
 SECTION 7. 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.

 

	 
	 
	  

	 

  
 SECTION 8. Consent to Service of Process. Each party to this Amendment irrevocably consents to
the service of process in the manner provided for notices in Section 10.02 of the Amended Credit Agreement. Nothing in any Loan Document will affect the right of any party to this Amendment to serve process in any other manner permitted by law.

 
 SECTION 9. Severability. Any term or provision of this Amendment which is invalid or unenforceable in any jurisdiction
shall, as to that jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this Amendment or affecting the validity or enforceability of any of
the terms or provisions of this Amendment in any other jurisdiction. If any provision of this Amendment is so broad as to be unenforceable, the provision shall be interpreted to be only so broad as would be enforceable.

 
 SECTION 10. Loan Document. This Amendment constitutes a “Loan Document” for all purposes of the Amended Credit
Agreement and the other Loan Documents.
  
 SECTION 11. Reaffirmation. Each of the undersigned Loan Parties (a)
acknowledges all of its obligations, undertakings and liabilities under the Amended Credit Agreement and the other Loan Documents to which it is a party in each case as amended hereby or in connection herewith and such obligations, undertakings and
liabilities (as so amended hereby), where applicable, are hereby reaffirmed and remain in full force and effect on a continuous basis, (b) agrees that its grant of security interests pursuant to the Security Agreement is reaffirmed and remains in
full force and effect after giving effect to this Amendment and secures all Secured Obligations (as in effect after giving effect hereto), and (c) acknowledges and agrees that the Secured Obligations, the Obligations and the Guaranteed
Obligations include, among other things and without limitation, the New Incremental Term Loans, Revolving Credit Commitments and Revolving Credit Loans, the Term Loans and other Loans.
  

SECTION 12. Counterparts. This 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 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 Amendment.
  
 SECTION 13. Headings. The headings of this Amendment are for purposes of
reference only and shall not limit or otherwise affect the meaning hereof.
  

	 
	 
	  

	 

  
 SECTION 14. Effect of this Amendment. Except as expressly set forth in this Amendment or any
exhibits hereto, (a) this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Administrative Agent, in each case under the Amended Credit Agreement
or any other Loan Document, and (b) shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Amended Credit Agreement or any other Loan Document. Except as expressly set
forth in this Amendment, each and every term, condition, obligation, covenant and agreement contained in the Amended Credit Agreement and any other Loan Documents is hereby ratified and reaffirmed in all respects and shall continue in full force and
effect. The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided in this Amendment or any exhibits hereto, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under
any of the Loan Documents, or constitute a waiver of any provision of any of the Loan Documents. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement. Nothing herein contained shall be
construed as a substitution or novation of the obligations outstanding under the Credit Agreement, which shall remain in full force and effect, except to any extent amended or modified by this Amendment. Nothing implied in this Amendment shall be
construed as a release or other discharge of any of the Loan Parties from the Loan Documents. From and after the Effective Date, all references to the Credit Agreement in any Loan Document and all references in the Credit Agreement to “this
Agreement,” “hereunder,” “hereof” or words of like import referring to the Credit Agreement shall, unless expressly provided otherwise, be deemed to refer to the Amended Credit Agreement. 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 as amended hereby.

 
 SECTION 15. Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon each of the parties
hereto, each Lender and the successors and permitted assigns of each of the parties hereto and each Lender.
  
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 IN WITNESS
WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective duly authorized officers as of the day and year first above written.
  

	  
	 BORROWER:
	
		 		
	  
	 GLOBAL EAGLE ENTERTAINMENT INC.
	
		 		
	  
	 By:
	 /s/ Christian Mezger
	
	  
	 Name: Christian Mezger
	
	  
	 Title:   CFO
	
		 		
	  
	 GUARANTORS:
	
				
	  
	 GLOBAL EAGLE SERVICES, LLC 
 AIRLINE MEDIA PRODUCTIONS, INC. 

ENTERTAINMENT IN MOTION, INC. 
 GLOBAL EAGLE ENTERTAINMENT 
 OPERATIONS SOLUTIONS, INC. 
 INFLIGHT
PRODUCTIONS USA INC. 
 POST MODERN EDIT, INC.
 THE LAB AERO, INC.
 ROW 44, INC. 
 N44HQ, LLC 

EMERGING MARKETS COMMUNICATIONS, LLC
 MARITIME TELECOMMUNICATIONS
 NETWORK, INC.

MTN INTERNATIONAL, INC.
 MTN GOVERNMENT SERVICES, INC. 
 MTN LICENSE
CORP.
 GLOBAL EAGLE TELECOM LICENSING
 SUBSIDIARY LLC
 IFE SERVICES
(USA), INC.
	
		  		
	  
	 By:
	 /s/ Christian Mezger
	
	  
	 Name: Christian Mezger
	
	  
	 Title:   CFO
	

  
  
 Ninth Amendment

 

	 
	 
	  

	 

   

	 	CITIBANK, N.A., as Administrative Agent	
	 	   	 	 
		By:	/s/ Michael V Moore	
	  
	 Name: Michael V Moore
	 
	 	Title:   Vice President	 
	 	 	 	 

  
  
  
  

 
  
  
  

	 
	 
	  

	 

   

	 	ALM 2020, LTD.	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		 By: Apollo Credit Management (CLO), LLC, its 
	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
  

	 
	 
	  

	 

  

	 	ALM 2020, LTD.	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		By: Apollo Credit Management (CLO), LLC, its 	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
  

	 
	 
	  

	 

  

	 	ALM VII (R)-2, LTD	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		By: Apollo Credit Management (CLO), LLC, its 	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 
	 	 	 	 

  
  
  

 
  
  

 
  
  

 
  
 [Signature Page to Ninth Amendment to Credit Agreement]

 

	 
	 
	  

	 

  

	 	ALM VII (R)-2, LTD.	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		By: Apollo Credit Management (CLO), LLC, its 	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  

 
  
  

 
  
  

 
  
 [Signature Page to Ninth Amendment to Credit Agreement]

 

	 
	 
	  

	 

  

	 	ALM VII (R), LTD.	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		By: Apollo Credit Management (CLO), LLC, its 	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to Credit
Agreement]
  

	 
	 
	  

	 

  

	 	ALM VII (R), LTD.	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		By: Apollo Credit Management (CLO), LLC, its 	
	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
  

	 
	 
	  

	 

    

	 	MPI (LONDON) LIMITED	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		 By: Apollo TRF MP Management, LLC, its
 investment manager
	
	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

   
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
  

	 
	 
	  

	 

  

	 	MPI (LONDON) LIMITED	
	 	 	 	 
	  
	 /s/ Joseph D. Glatt
	  

		 By: Apollo TRF MP Management, LLC, its
 investment manager
	
	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement] 
  

	 
	 
	  

	 

  

	 	AP KENT CREDIT MASTER FUND, L.P.	
	 	   	     	 
	  
	 /s/ Joseph D. Glatt
	  

		 By: AP Kent Management, LLC, its investment 
	
	  
	 manager
	  

	  
	 Name: Joseph D. Glatt
	 
	 	Title: Vice President	 

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement] 
  

	 
	 
	  

	 

  

		AP KENT CREDIT MASTER FUND, L.P.	
		    	      	
		/s/ Joseph D. Glatt	
		 By: AP Kent Management, LLC, its investment
	
	  
	 manager
	  

		 Name: Joseph D. Glatt
	
		Title: Vice President	

  
  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 CADBURY MONDELEZ PENSION TRUST
 LIMITED
	  

	  
	  
	  
	  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo TRF CM Management, LLC, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 CADBURY MONDELEZ PENSION TRUST
	  

	  
	 LIMITED
	  

	  
	  
	  
	  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo TRF CM Management, LLC, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO TACTICAL INCOME FUND INC.
	  

	  
	  
	  
	  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management, LLC, its
	  

	  
	 investment adviser
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO TACTICAL INCOME FUND INC.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management, LLC, its
	  

	  
	 investment adviser
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM XVIII, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM XVIII, LTD.
	  

	  
	  
	  
	
	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO TR US BROADLY SYNDICATED
	  

	  
	 LOAN LLC
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Total Return Management LLC, its
	  

	  
	 manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  

	  
	  
	  
	  

	  
	 APOLLO TR US BROADLY SYNDICATED 
 LOAN LLC
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Total Return Enhanced Management 

	  
	 LLC, its manager

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO TR US BROADLY SYNDICATED
	  

	  
	 LOAN LLC
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Total Return Management LLC, its
	  

	  
	 manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  

	  
	  
	  
	  

	  
	 APOLLO TR US BROADLY SYNDICATED LOAN LLC
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Total Return Enhanced Management 
	  

	  
	 LLC, its manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

  

	  
	 ALM XIX, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM XIX, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM XVI, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 ALM XVI, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 2 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 2 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 3 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 3 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 4 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its 
	  

	  
	 asset manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 4 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC, its 
	  

	  
	 asset manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO CREDIT FUNDING V LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo ST Fund Management LLC, its
	  

	  
	 investment adviser
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO CREDIT FUNDING V LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo ST Fund Management LLC, its
	  

	  
	 investment adviser
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM VII, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its 
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 ALM VII, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 1 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC,
	  

	  
	 Management Series 2, its collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 RR 1 LTD
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Redding Ridge Asset Management LLC,
	  

	  
	 Management Series 2, its collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Chief Legal Officer
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO SENIOR FLOATING RATE FUND INC.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management, LLC, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO SENIOR FLOATING RATE FUND INC.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management, LLC, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO CREDIT FUNDING IV LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo ST Fund Management LLC, its
	  

	  
	 collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO CREDIT FUNDING VI, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo ST Fund Management LLC, its
	  

	  
	 investment adviser
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 APOLLO CREDIT FUNDING III LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo ST Fund Management LLC, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	SCHLUMBERGER COMMON INVESTMENT  FUND LIMITED, acting as trustee for 
 Schlumberger UK Common Investment Fund
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Management International LLP, its
	  

	  
	 investment manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  

	  
	  
		  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: AMI (Holdings), LLC, its member
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 HSBC DIVERSIFIED LOAN FUND –
	  

	  
	 SYNDICATED LOAN A S.A R.L
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Management International LLP, its
	  

	  
	 portfolio manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  

	  
	  
		  

	  
	  
		  

	  
	/s/ Joseph D. Glatt	  

	  
	 By: AMI (Holdings), LLC, its member
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 ALM XVII, LTD.
	  

	  
	  
		  

	  
	 /s/ Joseph D. Glatt
	  

	  
	 By: Apollo Credit Management (CLO), LLC, its collateral manager
	  

	  
	 Name: Joseph D. Glatt
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 SOUND POINT CAPITAL MANAGEMENT, 
 LP, as Term Lender
	  

	  
	  
	  

	  
	 /s/ Kevin Gerlitz
	  

	  
	 Name: Kevin Gerlitz
	  

	  
	 Title: Chief Financial Officer
	  

	  
	  
	  

	  
	 Signed for and on behalf of:
	  

	  
	  
	  

	  
	 AMERICAN BEACON SOUND POINT ENHANCED INCOME FUND
	  

	  
	  
	  

	  
	 AMERICAN BEACON SOUND POINT FLOATING RATE INCOME
 FUND A SERIES OF AMERICAN BEACON
FUNDS
	  

	  
	  
	  

	  
	 KAISER FOUNDATION HOSPITALS
	  

	  
	  
	  

	  
	 KAISER PERMANENTE GROUP TRUST
	  

	  
	  
	  

	  
	 PRIVILEGE UNDERWRITERS RECIPROCAL EXCHANGE
	  

	  
	  
	  

	  
	 PURE INSURANCE COMPANY
	  

	  
	  
	  

	  
	 SOUND POINT CLO III R LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO IV R LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO IX LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO V R LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO VI R LTD (FKA) SOUND POINT CLO VI LTD
  
	  

	  
	 SOUND POINT CLO VII R LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO VIII R LTD (FKA) SOUND POINT CLO VIII LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO X LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO XI LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO XII LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO XIV LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO XV LTD
	  

	  
	  
	  

	  
	 SOUND POINT CLO XXIV LTD
	  

	  
	  
	  

	  
	 SOUND POINT SENIOR FLOATING RATE MASTER FUND LP
	  

	  
	 (SOUND POINT CAPITAL MANAGEMENT LP)
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 Carlyle Investment Management LLC
	  

	  
	  
	  

	  
	 Signed for and on behalf of:
	  

	  
	  
	  

	  
	 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 2014-4R, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2014-5, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2015-1,Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2015-2, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2015-3, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2015-4, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2015-5, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2016-1, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2016-2, Ltd.
	  

	  
	  
	  

	  
	 Carlyle Global Market Strategies CLO 2016-3, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2016-4, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2017-1, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2017-2, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2017-3, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2017-4, Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2017-5 Ltd.
	  

	  
	  
	  

	  
	 Carlyle US CLO 2019-2, Ltd.
	  

	  
	  
	  

	  
	  
	  

	  
	 , as Term Lender
	  

	  
	  	  

	  
	/s/ Glori Graziano	  

	  
	 Name: Glori Graziano
	  

	  
	 Title: Managing Director
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 BlackRock Credit Alpha Master Fund L.P. 
 By: BlackRock Financial Management Inc., in its 

capacity as investment advisor
	  

	  
		  

	  
	/s/ Sunil Aggarwal	  

	  
	 Name: Sunil Aggarwal
	  

	  
	 Title: Authorized Signatory
	  

	  
	  
	  

	  
	 HC NCBR FUND
	  

	  
	 By: BlackRock Financial Management, Inc., in its capacity as investment advisor
	  

	  
		  

	  
	 /s/ Sunil Aggarwal
	  

	  
	 Name: Sunil Aggarwal
	  

	  
	 Title: Authorized Signatory
	  

	  
	  
	  

	  
	 The Obsidian Master Fund
	  

	  
	 By: BlackRock Financial Management, Inc., its
	  

	  
	 Investment Advisor
	  

	  
		  

	  
	/s/ Sunil Aggarwal	  

	  
	 Name: Sunil Aggarwal
	  

	  
	 Title: Authorized Signatory
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 AGF Floating Rate Income Fund
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Portfolio Manager, as Lender
	  

	  
	  	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title: Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

 
  
 [Signature Page to Ninth Amendment to Credit Agreement]

 

	 
	 
	  

	 

  

	  
	 Brighthouse Funds Trust I - Brighthouse/
 Eaton Vance Floating Rate Portfolio
 By: Eaton Vance Management
 as Investment Sub-Advisor,
as Lender
	  

	  
	   
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 Eaton Vance CLO 2013-1 LTD.
	  

	  
	 By: Eaton Vance Management
	  

	  
	 Portfolio Manager
	  

	  
	   
	  
	  

	  
	 , as Lender
	  

	  
	   
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

  

	  
	 Eaton Vance CLO 2014-1R, Ltd.
	  

	  
	 By: Eaton Vance Management
	  

	  
	 As Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]
   

	 
	 
	  

	 

  

	  
	 Eaton Vance CLO 2015-1 Ltd.
	  

	  
	 By: Eaton Vance Management
	  

	  
	 Portfolio Manager
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

    

	  
	 Eaton Vance CLO 2018-1, Ltd.
	  

	  
	 By: Eaton Vance Management
	  

	  
	 Portfolio Manager
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof 
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 Eaton Vance CLO 2019-1, Ltd.
	  

	  
	 By: Eaton Vance Management
	  

	  
	 As Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof 
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

    

	  
	 Eaton Vance Floating-Rate
	  

	  
	 Income Plus Fund
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof 
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 Eaton Vance Floating-Rate 2022 Target Term
	  

	  
	 Trust
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof 
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

    

	  
	 Eaton Vance Senior
	  

	  
	 Floating-Rate Trust
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof 
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 Eaton Vance Floating-Rate
	  

	  
	 Income Trust
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 Eaton Vance International (Cayman Islands)
	  

	  
	 Floating-Rate Income Portfolio
	  

	  
	 By: Eaton Vance Management as Investment
	  

	  
	 Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 Eaton Vance Senior
	  

	  
	 Income Trust
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

  

	  
	 Eaton Vance Short Duration Diversified Income
	  

	  
	 Fund
	  

	  
	 By: Eaton Vance Management as Investment
	  

	  
	 Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

    

	  
	 Eaton Vance Institutional Senior Loan Fund
	  

	  
	 By: Eaton Vance Management as Investment
	  

	  
	 Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 Eaton Vance Limited Duration Income Fund
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
   

	 
	 
	  

	 

     

	  
	 Eaton Vance Floating Rate Portfolio
	  

	  
	 By: Boston Management and Research
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

   

	  
	 Senior Debt Portfolio
	  

	  
	 By: Boston Management and Research
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  

	  
	 Eaton Vance VT
	  

	  
	 Floating-Rate Income Fund
	  

	  
	 By: Eaton Vance Management
	  

	  
	 as Investment Advisor
	  

	  
	  
	  
	  

	  
	 , as Lender
	  

	  
	  
	  
	  

	  
	 By:
	 /s/ Michael B. Botthof
	  

	  
	 Name: Michael B. Botthof
	  

	  
	 Title:   Vice President
	  


  
  
  

 
  
  
  

 
  
  
  

[Signature Page to Ninth Amendment to Credit Agreement]
  

	 
	 
	  

	 

  
   

	 	Wasserstein Debt Opportunities Management,  L.P., as Term Lender  
	
	 	 	 	 
		/s/ Rajay Bagaria	
	  
	 Name: Rajay Bagaria
	 
	 	Title: President & CIO	 
	 	 	 	 
	  
	 For  any Term Lender requiring a second signature line:
	  

	  
	  
	  
	  

	  
	 /s/ Rajay Bagaria
	  

	  
	 Name: Rajay Bagaria
	  

	  
	 Title: President & CIO 
	  

	  
	  
	  
	  

	  
	 Wasserstein Consenting Funds:
	  

	  
	  
	  
	  

	  
	 Wasserstein Short Duration Fund LP
	  

	  
	  
	  

	  
	 Wasserstein Short Duration High Income Fund LP
	  


  
  
 [Signature Page to Ninth Amendment to
Credit Agreement]