EX-10.1



 Exhibit 10.1 

SECOND AMENDMENT 
 SECOND
AMENDMENT TO CREDIT AGREEMENT (this “Second Amendment”), dated as of March 25, 2014 among WMG Acquisition Corp. (the “Borrower”), the lenders party hereto and Credit Suisse AG, as Administrative Agent (the
“Administrative Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement referred to below (as amended by this
Second Amendment). 
 W I T N E S S E T H : 

WHEREAS, the Borrower, the Lenders from time to time party thereto and the Administrative Agent are parties to a Credit Agreement, dated as of
November 1, 2012 (as amended by the First Amendment thereto, dated as of April 23, 2013, the “Credit Agreement”); 

WHEREAS, pursuant to Section 10.08 of the Credit Agreement, the Borrower and the Lenders party hereto, constituting all Lenders
(determined immediately prior to giving effect to the Second Amendment) are willing to amend the Credit Agreement as set forth herein; 

NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto hereby agree as follows: 
 SECTION ONE - Credit Agreement
Amendments. Subject to the satisfaction of the conditions set forth in Section Two hereof: 
 (1) The definition of
“Maturity Date” in Section 1.01 of the Credit Agreement is hereby amended and restated as follows: 
 “Maturity
Date” means April 1, 2019. 
 (2) The definition of “Subsidiary” in Section 1.01 of the Credit Agreement is
hereby amended and restated as follows: 
 “Subsidiary” means, with respect to any specified Person: 

(1) any corporation, association or other business entity, of which more than 50% of the total voting power of shares of Capital Stock
entitled (without regard to the occurrence of any contingency) to vote in the election of directors, managers or trustees thereof is at the time owned or controlled, directly or indirectly, by that Person or one or more of the other Subsidiaries of
that Person (or a combination thereof); and 
 (2) any partnership, joint venture, limited liability company or similar entity of which
(x) more than 50% of the capital accounts, distribution rights, total equity and voting interests or general or limited partnership interests, as applicable, are owned or controlled, directly or indirectly, by such Person or one or more of the
other Subsidiaries of that Person or a combination thereof whether in the form of membership, general, special or limited partnership or otherwise and (y) such Person or any Wholly Owned Restricted Subsidiary of such Person is a controlling
general partner or otherwise controls such entity. 







 Unless otherwise specified, all references herein to a “Subsidiary” or to
“Subsidiaries” shall refer to a Subsidiary or Subsidiaries of the Borrower. 
 (3) Section 1.01 of the Credit Agreement is
hereby amended to insert the following definition of “Capital Stock” in alphabetical order: 
 “Capital Stock”
means (1) in the case of a corporation, capital stock; (2) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of capital stock; (3) in the
case of a partnership or limited liability company, partnership or membership interests (whether general or limited); and (4) any other interest or participation (including, without limitation, options, warrants or other equivalents) that
confers on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person. 
 (4)
Section 6.02(a) of the Credit Agreement is hereby amended and restated as follows: 
 “(a) to the extent
(x) permitted by the internal policies of such independent certified public accountants and (y) that Section 7.11 was applicable during the time period covered by the financial statements delivered under
Section 6.01(a), no later than five (5) days after the delivery of the financial statements referred to in Section 6.01(a), a certificate or report of its independent certified public accountants stating that in making the examination
necessary therefor no knowledge was obtained of any failure of the Company to comply with the terms, covenants, provisions or conditions of Section 7.11, except as specified in such certificate or, if any such failure to comply shall exist,
stating the nature of such failure to comply;” 
 (5) Section 7.02(i)(ii) of the Credit Agreement is hereby amended by deleting
the text “paid by or on behalf of the Borrower and its Restricted Subsidiaries for any such Specified Acquisition, plus the total cash consideration paid by or on behalf of the Borrower and its Restricted Subsidiaries for all other Specified
Acquisitions made by the Borrower and its Restricted Subsidiaries pursuant to this Section 7.02(i)” and inserting “paid by or on behalf of the Borrower or any other Loan Party for any such Specified Acquisition, plus the total cash
consideration paid by or on behalf of the Borrower or any other Loan Party for all other Specified Acquisitions made by the Borrower or any other Loan Party pursuant to this Section 7.02(i)” in lieu thereof. 

(6) Section 7.05(c) of the Credit Agreement is hereby amended by deleting the proviso therein and inserting the text
“provided that if the transferor of such property is a Loan Party, (i) the transferee thereof is the Borrower or another Loan Party, (ii) such transaction is an Investment permitted under Section 7.02 or
(iii) such Disposition is for no less than the fair market value of the disposed property at the time of such Disposition;” in lieu thereof. 

  
 2 








 (7) Section 7.11(c) of the Credit Agreement is hereby amended by deleting the table therein
and inserting the following table in lieu thereof: 
  

			
	 Fiscal Quarter
	  	 Maximum Leverage Ratio

	 Q1 2013
	  	6.00: 1.00
	 Q2 2013
	  	6.00: 1.00
	 Q3 2013
	  	6.00: 1.00
	 Q4 2013
	  	6.00: 1.00
	 Q1 2014
	  	6.00: 1.00
	 Q2 2014
	  	5.75: 1.00
	 Q3 2014
	  	5.75: 1.00
	 Q4 2014
	  	5.75: 1.00
	 Q1 2015
	  	5.75: 1.00
	 Q2 2015
	  	5.75: 1.00
	 Q3 2015
	  	5.75: 1.00
	 Q4 2015
	  	5.75: 1.00
	 Q1 2016
	  	5.50: 1.00
	 Q2 2016
	  	5.50: 1.00
	 Q3 2016
	  	5.50: 1.00
	 Q4 2016
	  	5.50: 1.00
	 Q1 2017
	  	5.50: 1.00
	 Q2 2017
	  	5.25: 1.00
	 Q3 2017
	  	5.25: 1.00
	 Q4 2017
	  	5.25: 1.00
	 Q1 2018
	  	5.00: 1.00
	 Q2 2018
	  	4.75: 1.00
	 Q3 2018
	  	4.75: 1.00
	 Q4 2018
	  	4.75: 1.00
	 Q1 2019
	  	4.75: 1.00

 SECTION TWO - Conditions to Effectiveness of the Second Amendment. This Second Amendment shall become
effective on the date (the “Second Amendment Effective Date”) when each of the following conditions shall have been satisfied: 

(1) The Administrative Agent shall have received counterparts of this Second Amendment executed by the Borrower and each Lender (determined
immediately prior to giving effect to the Second Amendment). 
 (2) The Administrative Agent shall have received (i) true and
complete copies of the resolutions duly adopted by the Board of Directors or a duly authorized committee thereof of the Borrower authorizing the execution, delivery and performance of this Second Amendment, and the performance of the Credit
Agreement as amended by this Second Amendment, certified as of the Second Amendment Effective Date by a Responsible Officer, secretary or assistant secretary of the Borrower as being in full force and effect without modification or amendment,


  
 3 








 
(ii) a good standing certificate for the Borrower from its jurisdiction of formation and (iii) a written opinion (as to enforceability of the Credit Agreement and this Second
Amendment, and due authorization, execution and delivery of this Second Amendment by the Borrower) of Debevoise & Plimpton LLP (or, in the case of due authorization, execution and delivery, Richards, Layton & Finger, PA), counsel
to the Borrower, addressed to the Administrative Agent and each Lender, dated the Second Amendment Effective Date, substantially similar (to the extent applicable) to the opinion of such counsel, dated as of November 1, 2012, delivered in
connection with the closing of the Credit Agreement on the Closing Date, or otherwise reasonably satisfactory to the Administrative Agent. 

(3) The Borrower shall have received gross cash proceeds of not less than $935,000,000 (calculated before applicable fees and original issue
discount) from the proceeds of debt securities on or about the Second Amendment Effective Date. 
 (4) The Borrower shall have paid or cause
to be paid to the Administrative Agent, for the ratable account of each Lender that delivers an executed counterpart of this Second Amendment to the Administrative Agent no later than 3:00 p.m. on March 25, 2014, a fee in an amount equal to
0.10% of the Commitment of each such Lender outstanding on the Second Amendment Effective Date. 
 The Administrative Agent shall give
prompt notice in writing to the Borrower of the occurrence of the Second Amendment Effective Date. Each Lender hereby authorizes the Administrative Agent to provide such notice and agrees that such notice shall be irrevocably conclusive and binding
upon such Lender. 
 SECTION THREE - Representations and Warranties; No Default. In order to induce the Lenders to consent to this
Second Amendment, the Borrower represents and warrants to each of the Lenders and the Administrative Agent that on and as of the date hereof after giving effect to this Second Amendment: 

(1) No Default or Event of Default has occurred and is continuing. 

(2) The representations and warranties of the Loan Parties set forth in Article V of the Credit Agreement are true and correct in all material
respects on and as of the date hereof with the same effect as though made on and as of such date, except that (i) to the extent that such representations and warranties specifically refer to an earlier date, they are true and correct in
all material respects as of such earlier date and (ii) the representations and warranties contained in Section 5.05(a) of the Credit Agreement shall be deemed to refer to the most recent statements furnished pursuant to
Section 6.01(a) and (b) of the Credit Agreement. 
 (3) The execution, delivery and performance of this Second Amendment
(i) are within the Borrower’s corporate powers and have been duly authorized by all necessary corporate action and (ii) do not and will not (A) contravene the terms of the Borrower’s Organization
Documents; (B) conflict with or result in any breach or contravention of, or require any payment to be made under, (x) any Contractual Obligation to which the Borrower is a party or affecting the Borrower or the properties of
the Borrower or any of its Restricted Subsidiaries 

  
 4 








 
or (y) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which the Borrower or its property is subject; or (C) violate any Law;
except in the case of clauses (ii)(B) and (ii)(C) to the extent that such conflict, breach, contravention or payment would not reasonably be expected to have a Material Adverse Effect. 

(4) The Second Amendment has been duly executed and delivered by the Borrower and constitutes a legal, valid and binding obligation of the
Borrower, enforceable against the Borrower in accordance with its terms, except as such enforceability may be limited by applicable domestic or foreign bankruptcy, insolvency, reorganization, receivership, moratorium or other Laws affecting
creditors’ rights generally and by general principles of equity. 
 SECTION FOUR - Reference to and Effect on the Credit Agreement
and the Notes; Acknowledgements. 
 (1) On and after the effectiveness of this Second Amendment, each reference in the Credit Agreement
to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the other Loan Documents to “the Credit Agreement”, “thereunder”,
“thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as amended by this Second Amendment. The Credit Agreement and each of the other Loan Documents, as specifically
amended by this Second Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. The execution, delivery and effectiveness of this Second Amendment shall not, except as expressly provided
herein, operate as an amendment or waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute an amendment or waiver of any provision of any of the Loan Documents. For the avoidance of doubt, this
Second Amendment shall constitute a Loan Document for all purposes of the Loan Documents. 
 (2) Without limiting the foregoing, each of the
Loan Parties party to the Guaranty and the Security Agreement hereby (i) acknowledges and agrees that all of its obligations under the Guaranty and the Security Agreement are reaffirmed and remain in full force and effect on a continuous
basis, (ii) reaffirms each Lien granted by each Loan Party to the Collateral Agent for the benefit of the Secured Parties and reaffirms the guaranties made pursuant to the Guaranty, (iii) acknowledges and agrees that the
grants of security interests by and the guaranties of the Loan Parties contained in the Guaranty and the Security Agreement are, and shall remain, in full force and effect after giving effect to this Second Amendment, and (iv) agrees
that all Obligations are Guaranteed Obligations (as defined in the Guaranty). 
 (3) Without limiting the foregoing, Holdings, as party to
the Security Agreement hereby (i) acknowledges and agrees that all of its obligations under the Security Agreement are reaffirmed and remain in full force and effect on a continuous basis, (ii) reaffirms each Lien granted it
to the Collateral Agent for the benefit of the Secured Parties, and (iii) acknowledges and agrees that the grants of security interests by it contained in the Security Agreement are, and shall remain, in full force and effect after
giving effect to this Second Amendment. 

  
 5 








 SECTION FIVE - Expenses. The Borrower agrees to pay or reimburse the Administrative Agent
for (i) all of its reasonable out-of-pocket costs and expenses incurred in connection with this Second Amendment, any other documents prepared in connection herewith and the transactions contemplated hereby, and (ii) the
reasonable documented fees, charges and disbursements of Davis Polk & Wardwell LLP, as counsel to the Administrative Agent. 

SECTION SIX - Execution in Counterparts. This Second Amendment may be executed in counterparts (and by different parties hereto on
different counterparts), each of which shall constitute an original, but all of which, when taken together, shall constitute a single contract. Delivery of an executed counterpart of this Second Amendment by facsimile transmission or electronic
photocopy (i.e., “pdf”) shall be effective as delivery of a manually executed counterpart of this Second Amendment. 
 SECTION
SEVEN - Governing Law. THIS SECOND AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS SECOND AMENDMENT (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT
MATTER HEREOF) SHALL BE CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, AND GOVERNED BY, THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT MANDATORILY
APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION. 

  
 6 








 IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be duly executed and
delivered as of the day and year first above written. 
  

			
	WMG ACQUISITION CORP.
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Executive Vice President, General Counsel and Secretary


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	Acknowledged and agreed:
	
	WMG HOLDINGS CORP.
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Executive Vice President, General Counsel and Secretary


  

	
	ROADRUNNER RECORDS INC.
	T.Y.S., INC.
	THE ALL BLACKS U.S.A., INC.
	A. P. SCHMIDT CO.
	ATLANTIC RECORDING CORPORATION
	ATLANTIC/MR VENTURES INC.
	ARMS UP INC.
	BIG BEAT RECORDS INC.
	CAFE AMERICANA INC.
	CHAPPELL MUSIC COMPANY, INC.
	COTA MUSIC, INC.
	COTILLION MUSIC, INC.
	CRK MUSIC INC.
	E/A MUSIC, INC.
	ELEKSYLUM MUSIC, INC.
	ELEKTRA/CHAMELEON VENTURES INC.
	ELEKTRA ENTERTAINMENT GROUP INC.
	ELEKTRA GROUP VENTURES INC.
	FHK, INC.
	 FIDDLEBACK MUSIC PUBLISHING
 COMPANY,
INC.

	FOSTER FREES MUSIC, INC.
	INSOUND ACQUISITION INC.
	INTERSONG U.S.A., INC.
	JADAR MUSIC CORP.
	LEM AMERICA, INC.
	LONDON-SIRE RECORDS INC.
	MAVERICK PARTNER INC.
	MCGUFFIN MUSIC INC.
	MIXED BAG MUSIC, INC.
	MM INVESTMENT INC.
	NONESUCH RECORDS INC.
	NON-STOP MUSIC HOLDINGS, INC.
	OCTA MUSIC, INC.


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
	
	(cont’d):
	
	PEPAMAR MUSIC CORP.
	REP SALES, INC.
	REVELATION MUSIC PUBLISHING CORPORATION
	RHINO ENTERTAINMENT COMPANY
	RICK’S MUSIC INC.
	RIGHTSONG MUSIC INC.
	RYKO CORPORATION
	RYKODISC, INC.
	RYKOMUSIC, INC.
	SEA CHIME MUSIC, INC.
	SR/MDM VENTURE INC.
	SUPER HYPE PUBLISHING, INC.
	TOMMY BOY MUSIC, INC.
	TOMMY VALANDO PUBLISHING GROUP, INC.
	UNICHAPPELL MUSIC INC.
	W.B.M. MUSIC CORP.
	WALDEN MUSIC INC.
	WARNER ALLIANCE MUSIC INC.
	WARNER BRETHREN INC.
	WARNER BROS. MUSIC INTERNATIONAL INC.
	WARNER BROS. RECORDS INC.
	WARNER CUSTOM MUSIC CORP.
	WARNER DOMAIN MUSIC INC.
	WARNER MUSIC DISCOVERY INC.
	WARNER MUSIC LATINA INC.
	WARNER MUSIC SP INC.
	WARNER SOJOURNER MUSIC INC.
	WARNER SPECIAL PRODUCTS INC.
	WARNER STRATEGIC MARKETING INC.
	WARNER/CHAPPELL MUSIC (SERVICES), INC.
	WARNER/CHAPPELL MUSIC, INC.
	WARNER/CHAPPELL PRODUCTION MUSIC, INC.
	WARNER-ELEKTRA-ATLANTIC CORPORATION
	WARNERSONGS, INC.
	WARNER-TAMERLANE PUBLISHING CORP.
	WARPRISE MUSIC INC.



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
	
	(cont’d):
	
	WB GOLD MUSIC CORP.
	WB MUSIC CORP.
	WBM/HOUSE OF GOLD MUSIC, INC.
	WBR/QRI VENTURE, INC.
	WBR/RUFFNATION VENTURES, INC.
	WBR/SIRE VENTURES INC.
	WEA EUROPE INC.
	WEA INC.
	WEA INTERNATIONAL INC.
	WIDE MUSIC, INC.
	ASYLUM RECORDS LLC
	ATLANTIC MOBILE LLC
	ATLANTIC PRODUCTIONS LLC
	ATLANTIC SCREAM LLC
	ATLANTIC/143 L.L.C.
	BB INVESTMENTS LLC
	BULLDOG ISLAND EVENTS LLC
	BUTE SOUND LLC
	CORDLESS RECORDINGS LLC
	EAST WEST RECORDS LLC
	FOZ MAN MUSIC LLC
	FUELED BY RAMEN LLC
	LAVA RECORDS LLC
	RHINO NAME & LIKENESS HOLDINGS, LLC
	RHINO/FSE HOLDINGS, LLC
	T-BOY MUSIC, LLC
	T-GIRL MUSIC, LLC
	THE BIZ LLC
	UPPED.COM LLC
	WARNER MUSIC DISTRIBUTION LLC
	J. RUBY PRODUCTIONS, INC.
	SIX-FIFTEEN MUSIC PRODUCTIONS, INC.
	SUMMY-BIRCHARD, INC.



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
	
	(cont’d):
	
	 ARTIST ARENA LLC

	 ATLANTIC PIX LLC

	 FERRET MUSIC HOLDINGS LLC

	 FERRET MUSIC LLC

	 FERRET MUSIC MANAGEMENT LLC

	 FERRET MUSIC TOURING LLC

	 P & C PUBLISHING LLC

	 WARNER MUSIC NASHVILLE LLC



  

			
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary of each of the above named entities listed under the heading Guarantors and signing this agreement in such capacity on behalf of each such entity



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	 Guarantors (cont’d):
  

WARNER MUSIC INC.

		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Executive Vice President, General Counsel & Secretary
	
	615 MUSIC LIBRARY, LLC
		
	By:	 	Six-Fifteen Music Productions, Inc., its Sole Member
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary
	
	ARTIST ARENA INTERNATIONAL, LLC
		
	By:	 	Artist Arena LLC, its Sole Member
	By:	 	Warner Music Inc., its Sole Member
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Executive Vice President, General Counsel & Secretary
	
	ALTERNATIVE DISTRIBUTION ALLIANCE
		
	By:	 	Warner Music Distribution LLC, its Managing Partner
	By:	 	Rep Sales, Inc., its Sole Member and Manager
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	 Guarantors (cont’d):
  

MAVERICK RECORDING COMPANY

		
	By:	 	SR/MDM Venture Inc., its Managing Partner
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary
	
	NON-STOP CATACLYSMIC MUSIC, LLC
	 NON-STOP INTERNATIONAL
 PUBLISHING,
LLC

	 NON-STOP OUTRAGEOUS PUBLISHING,

LLC

		
	By:	 	Non-Stop Music Publishing, LLC, their Sole Member
	By:	 	Non-Stop Music Holdings, Inc., its Sole Member
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary
	
	NON-STOP MUSIC LIBRARY, L.C.
	NON-STOP MUSIC PUBLISHING, LLC
	NON-STOP PRODUCTIONS, LLC
		
	By:	 	Non-Stop Music Holdings, Inc., their Sole Member
		
	By:	 	 /s/ Paul M. Robinson

	Name:	 	Paul M. Robinson
	Title:	 	Vice President & Secretary


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	 CREDIT SUISSE AG, CAYMAN
 ISLANDS
BRANCH, as Administrative
 Agent, Issuing Bank and Lender

		
	By:	 	 /s/Judith Smith

	Name:	 	Judith Smith
	Title:	 	Authorized Signatory
		
	By:	 	 /s/Sally Reyes

	Name:	 	Sally Reyes
	Title:	 	Authorized Signatory



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	BARCLAYS BANK PLC, as Lender
		
	By:	 	 /s/ Craig Malloy

	Name:	 	Craig Malloy
	Title:	 	Director



  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	UBS LOAN FINANCE LLC, as Lender
		
	By:	 	 /s/ Jennifer Anderson

	Name:	 	Jennifer Anderson
	Title:	 	Associate Director
		
	By:	 	 /s/ Lisa Murray

	Name:	 	Lisa Murray
	Title:	 	Associate Director


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	MIHI LLC, as Lender
		
	By:	 	 /s/ Katherine Mogg

	Name:	 	Katherine Mogg
	Title:	 	Authorized Signatory
		
	By:	 	 /s/ Ayesha Farooqi

	Name:	 	Ayesha Farooqi
	Title:	 	Authorized Signatory


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT 








 
			
	NOMURA INTERNATIONAL PLC, as Lender
		
	By:	 	 /s/ Patrice Maffre

	Name:	 	Patrice Maffre
	Title:	 	Managing Director


  

  
 WMG -
SIGNATURE PAGE TO SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT