EFTA01386843

RIN II • 094 Alpha Group Capital LLC Senior Facility and the Mezzanine Facility while they are outstanding. RAMP-UP AND MATURITY OF THE INITIAL FACILITY Initial Facility Closing Date The date on which the Initial Facility Agreement is executed. Ramp-Up Period End Date The date that is the earliest of: (a) the Scheduled Ramp-Up Period End Date; (b) the date on which an Event of Default has occurred; (c) the date on which the Engagement Letter is terminated; and (d) any MV Event Date, provided that following the pricing of the Refinancing Securities, the Ramp-Up Period End Date will be extended to the Scheduled Refinancing Closing Date in connection with such pricing. Scheduled Ramp-Up Period End Date The date falling 18 months after the first date on which the Borrower enters into a binding commitment to purchase a Collateral Obligation or if such day is not a Business Day, the next succeeding Business Day; provided that if the Refinancing Pricing Date occurs on or prior to the date referenced above, the Scheduled Ramp-Up Period End Date will be the Scheduled Refinancing Closing Date. Ramp-Up Period The period: Maturity Date Confidential (a) from and including the Initial Facility Closing Date to but excluding the Ramp-Up Period End Date (such Ramp-Up Period End Date, a "MV Ramp-Up End Date"); provided that if the Ramp-Up Period has ended pursuant to clause (iv) of the definition of "Ramp-Up Period End Date" and an MV Trigger Cure occurs prior to the Scheduled Ramp-Up Period End Date, the Ramp-Up Period shall be reinstated; and (b) if the Refinancing Pricing Date occurs after Ramp-Up Period End Date, the period from and including the Refinancing Pricing Date to but excluding the Scheduled Refinancing Closing Date. The earliest to occur of: (a) the Refinancing Closing Date; (b) the Scheduled Maturity Date; and (c) the Business Day following the date on which the Issuer has received final payment on the last Asset to be disposed of. 52 February 2018 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0088729 CONFIDENTIAL SDNY_GM_00234913 EFTA01386843