EFTA01386908.pdf

RIN II •094 Alpha Group Capital LLC "Minimum Diversity Score Test has the meaning specified in Schedule IX. "Minority Facility Lender' means Deutsche Bank. "Minority Mezzanine Lender means Deutsche Bank. ["Moody's" means Moody's Investors Service, Inc. and any successor thereto.] ["Moody's Rating" means with respect to any Collateral Obligation (other than a DIP Collateral Obligation) as of any date of determination, the rating determined in accordance with the Initial Facility Agreement.] ["Moody's Recovery Amount": Wth respect to any Collateral Obligation that is a Defaulted Obligation or a Deferring Obligation, an amount equal to the product of (a) the applicable Moody's Recovery Rate and (b) the Principal Balance of such Collateral Obligation.] ]"Moody's Recovery Rate": Wth respect to any Collateral Obligation, as of any Measurement Date, the recovery rate determined in accordance with the following, in the following order of priority: (a) if the Collateral Obligation is a PF Infrastructure Obligation, the Moody's Recovery Rate allotted to such PF Infrastructure Obligation in the Moody's Recovery Rate Table as set forth in Schedule 1. The "Asset Class" and "Sector" of a PF Infrastructure Obligation for the purposes of the Moody's Recovery Rate Table shall be determined by the Portfolio Advisor, acting in good faith, by reference to the PF Infrastructure Obligation; (b) if the Collateral Obligation has been specifically assigned a recovery rate by Moody's (for example, in connection with the assignment by Moody's of an estimated rating (private rating for Investors)), such recovery rate; (c) if the preceding clauses do not apply to the Collateral Obligation, and the Collateral Obligation is not a DIP Collateral Obligation, the rate determined pursuant to the table below based on the number of rating subcategories difference between the Collateral Obligation's Moody's Rating and its Moody's Default Probability Rating (for purposes of clarification, if the Moody's Rating is higher than the Moody's Default Probability Rating, the rating subcategories difference will be positive and if it is lower, negative): Number of Moody's Ratings Subcategories Difference Between the Moody's Rating and the Moody's Default Second Lien Loans, Other Collateral Probability Rating Senior Secured Loans Senior Unsecured Loans Obligations +2 or more 60.0% 55.0%* 45.0% +1 50.0% 45.0%* 35.0% 0 45.0% 35.0%' 30.0% -1 40.0% 25.0% 25.0% -2 30.0% 15.0% 15.0% -3 or less 20.0% 5.0% 5.0% If the Collateral Obligation is not a Corporate Infrastructure Obligation and does not have both a corporate family rating from Moody's and an assigned Moody's Rating, its Moody's Recovery Rate will be determined by reference to the "Other Collateral Obligations" column or (d) if the loan is a DIP Collateral Obligation (other than a DIP Collateral Obligation which has been specifically assigned a recovery rate by Moody's), 50%.] "Non-Call Period" means, in connection with the Refinancing, the period during which the Majority Preferred Shareholders are prohibited from requesting an [Optional Redemption] of the Preferred Shares and related Refinancing Securities. Confidential 155 February 2018 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0088832 CONFIDENTIAL SDNY_GM_00235016 EFTA01386908