Common use of Amendments of Portfolio Investments, Etc Clause in Contracts

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’') notice thereof to the Administrative Agent (with a copy to the Collateral Agent); provided that the Company or the Portfolio Manager, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurredoccurred if such Amendment is not material. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if . If an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’') notice thereof to the Administrative Agent; provided that the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurredif such Amendment relates solely to administrative matters. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three five (35) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that (x) if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated), and (y) the Administrative Agent shall not take direction with any action with regard to any Portfolio Investment from any Lender that the Administrative Agent knows is a “disqualified lender” (or similar term) pursuant to the documentation for such Portfolio Investment); provided that the foregoing shall not apply to JPMCB or any of its Affiliates as a Lender hereunder). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three five (35) Business Days’') notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that (x) if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated), and (y) the Administrative Agent shall not take direction with any action with regard to any Portfolio Investment from any Lender that the Administrative Agent knows is a "disqualified lender" (or similar term) pursuant to the documentation for such Portfolio Investment); provided that the foregoing shall not apply to JPMCB or any of its Affiliates as a Lender hereunder). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’') notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other formal written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely ministerial and clerical in nature (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes notifies in writing any obligor of any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurredEach Agent, the Company will exercise all voting Collateral Administrator, the Securities Intermediary and each Lender agrees to maintain the confidentiality of the Information until the date that is two (2) years after receipt of such Information (or, with respect to Information relating to the financial and other powers material terms of ownership as this Agreement, until the Administrative Agent date that is one (acting at 1) year after the direction of the Required LendersMaturity Date), except that Information may be disclosed (i) shall instruct to its and its Affiliates’ directors, officers, employees and agents, including accountants, legal counsel and other advisors (it being understood that if the terms Persons to whom such disclosure is made will be informed of the related underlying instrument expressly prohibit or restrict any confidential nature of such rights given Information and instructed to the Administrative Agentkeep such Information confidential), then such right shall be limited (ii) to the extent necessary so that such prohibition or restriction is not violatedrequested by any regulatory authority (including any self-regulatory authority). In any such case, following the Company’s receipt thereof, the Company shall promptly provide (iii) to the Administrative Agent copies of all executed amendments extent required by applicable laws or regulations or by any subpoena or similar legal process, (iv) to underlying instrumentsany other party to this Agreement, executed waiver or consent forms or other documents executed or delivered (v) in connection with the exercise of any Amendmentremedies hereunder, the sale of any Portfolio Investment following the occurrence of a Market Value Event or any suit, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (vi) subject to an agreement containing provisions substantially the same as those of this Section 10.13, to (x) any assignee of or participant in or any prospective assignee of or participant in, any of its rights or obligations under this Agreement that is eligible to be an assignee or participant under this Agreement in accordance with Section 10.06 hereof on the date of assignment or participation, as applicable, or (y) any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to the Company and its obligations, (vii) with the consent of the Company, (viii) to the extent such Information (x) becomes publicly available other than as a result of a breach of this Section 10.13 by the delivering party or its Affiliates or (y) becomes available to any Agent, the Collateral Administrator, the Securities Intermediary or any Lender on a nonconfidential basis from a source other than the Company or, (ix) to the extent permitted or required under this Agreement or the Account Control Agreement or (x) to a nationally recognized statistical rating organization in connection with securing and/or maintaining a rating with respect to Advances made hereunder. For the purposes of this Section 10.13, any Person required to maintain the confidentiality of Information as provided in this Section 10.13 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely ministerial and clerical in nature (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrumentUnderlying Definitive Documents, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three five (35) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that any amendment, supplement, waiver or other modification of the type specified in the definition of “Material Amendment” shall be subject to the approval of the Administrative Agent (and any such amendment supplement, waiver or other modification effected without such approval shall result in such Portfolio Investment being an Ineligible Investment); provided further that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Definitive Documents, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’') notice thereof to the Administrative Agent; provided that the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurredif such Amendment relates solely to administrative matters. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.. ARTICLE VII

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any written notice pursuant to the Underlying Instruments of a Portfolio Investment or other formal written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely administrative, ministerial or clerical in nature (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’' of its receipt of such written notice or communication or the making of such affirmative determination) notice thereof to the Administrative Agent; provided that (x) the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an with respect to any Amendment or proposed Amendment which the Servicer will not take a formal, affirmative action pursuant to the applicable Underlying Instruments and (y) if no Event of Default has occurred and is continuing continuing, the Company and the Servicer shall have no obligation to provide any such communications regarding Amendments or determinations to exercise any rights or remedies under any Underlying Instruments, but shall provide the Administrative Agent with a Market Value Event has occurredcopy of each executed Amendment not later than three (3) Business Days’ following the Company's receipt of a copy thereof (and, if such Amendment relates to a Recurring Revenue Obligation and provides for covenants or other terms based on EBITDA (a “Reclassification Amendment”), shall notify the Administrative Agent of such at the time such Amendment is delivered). In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that that, if an Event of Default has occurred the Advances outstanding have become due and is continuing or a Market Value Event has occurredpayable in full in accordance with Article VII, the Company will exercise all voting and other powers of ownership with respect to any Material Modification as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that that, if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereofthereof and subject to any confidentiality obligations to which it is subject, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.. - 164 - - 165 -

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any written notice pursuant to the Underlying Instruments of a Portfolio Investment or other formal written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely administrative, ministerial or clerical in nature (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’' of its receipt of such written notice or communication or the making of such affirmative determination) notice thereof to - 66 - the Administrative Agent; provided that (x) the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an with respect to any Amendment or proposed Amendment which the Servicer will not take a formal, affirmative action pursuant to the applicable Underlying Instruments and (y) if no Event of Default has occurred and is continuing continuing, the Company and the Servicer shall have no obligation to provide any such communications regarding Amendments or determinations to exercise any rights or remedies under any Underlying Instruments, but shall provide the Administrative Agent with a Market Value Event has occurredcopy of each executed Amendment not later than three (3) Business Days’ following the Company's receipt of a copy thereof. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that that, if an Event of Default has occurred the Advances outstanding have become due and is continuing or a Market Value Event has occurredpayable in full in accordance with Article VII, the Company will exercise all voting and other powers of ownership with respect to any Material Modification as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that that, if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereofthereof and subject to any confidentiality obligations to which it is subject, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio #90948295v3 Investment or any related underlying instrument or rights thereunder (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three five (35) Business Days’') notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that (x) if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated), and (y) the Administrative Agent shall not take direction with any action with regard to any Portfolio Investment from any Lender that the Administrative Agent knows is a "disqualified lender" (or similar term) pursuant to the documentation for such Portfolio Investment); provided that the foregoing shall not apply to JPMCB or any of its Affiliates as a Lender hereunder). In any such case, following the Company’s 's receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any notice or other communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that if an Amendment relates solely to an operational or mechanical issue, the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to may notify the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurredpromptly upon execution thereof. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Collateral Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any written notice or other written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument or rights thereunder (each, an “Amendment”) with respect to any Portfolio Investment or any related underlying instrumentUnderlying Definitive Documents, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, in each case which in the good faith and commercially reasonable judgement of the Portfolio Manager is not solely ministerial and clerical in nature, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that any amendment, supplement, waiver or other modification of the type specified in the definition of “Material Amendment” shall be subject to the approval of the Administrative Agent (and any such amendment supplement, waiver or other modification effected without such approval shall result in such Portfolio Investment being an Ineligible Investment); provided further, that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument Underlying Definitive Documents expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Definitive Documents, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any written notice pursuant to the Underlying Instruments of a Portfolio Investment or other formal written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely administrative, ministerial or clerical in nature (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’' of its receipt of such written notice or communication or the making of such affirmative determination) notice thereof to the Administrative Agent; provided that (x) the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an with respect to any Amendment or proposed Amendment which the Servicer will not take a formal, affirmative action pursuant to the applicable Underlying Instruments and (y) if no Event of Default has occurred and is continuing continuing, the Company and the Servicer shall have no obligation to provide any such communications regarding Amendments or determinations to exercise any rights or remedies under any Underlying Instruments, but shall provide the Administrative Agent with a Market Value Event has occurredcopy of each executed Amendment not later than three (3) Business Days’ following the Company's receipt of a copy thereof (and, if such Amendment relates to a Recurring Revenue Obligation and provides for covenants or other terms based on EBITDA (a “Reclassification Amendment”), shall notify the Administrative Agent of such at the time such Amendment is delivered). In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that that, if an Event of Default has occurred the Advances outstanding have become due and is continuing or a Market Value Event has occurredpayable in full in accordance with Article VII, the Company will exercise all voting and other powers of ownership with respect to any Material Modification as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that that, if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereofthereof and subject to any confidentiality obligations to which it is subject, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager Servicer receives any written notice pursuant to the Underlying Instruments of a Portfolio Investment or other formal written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder which in the commercially reasonable judgement of the Portfolio Manager is not solely administrative, ministerial or clerical in nature (each, an “"Amendment”") with respect to any Portfolio Investment or any related underlying instrumentUnderlying Instrument, or makes any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’' of its receipt of such written notice or communication or the making of such affirmative determination) notice thereof to the Administrative Agent; provided that (x) the Company or the Portfolio ManagerServicer, as applicable, shall not be required to give prior notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an with respect to any Amendment or proposed Amendment which the Servicer will not take a formal, affirmative action pursuant to the applicable Underlying Instruments and (y) if no Event of Default has occurred and is continuing continuing, the Company and the Servicer shall have no obligation to provide any such communications regarding Amendments or determinations to exercise any rights or remedies under any Underlying Instruments, but shall provide the Administrative Agent with a Market Value Event has occurredcopy of each executed Amendment not later than three (3) Business Days’ following the Company's receipt of a copy thereof (and, if such Amendment relates to a Recurring Revenue Obligation and provides for covenants or other terms based on EBITDA (a “Reclassification Amendment”), shall notify the Administrative Agent of such at the time such Amendment is delivered). In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager Servicer shall deem appropriate under the circumstances; provided that that, if an Event of Default has occurred the Advances outstanding have become due and is continuing or a Market Value Event has occurredpayable in full in accordance with Article VII, the Company will exercise all voting and other powers of ownership with respect to any Material Modification as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that that, if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s 's receipt thereofthereof and subject to any confidentiality obligations to which it is subject, the Company shall promptly - 86 - provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.

Amendments of Portfolio Investments, Etc. If the Company or the Portfolio Manager receives any notice or other formal, written communication concerning any amendment, supplement, consent, waiver or other modification of any Portfolio Investment or any related underlying instrument Underlying Instrument or rights thereunder (each, an “Amendment”) with respect that relates to any or includes a modification of a financial covenant or is otherwise (in the Portfolio Investment or any related underlying instrumentManager’s commercially reasonable judgment) material, or makes notifies in writing any obligor of any affirmative determination to exercise or refrain from exercising any rights or remedies thereunder, it will give prompt (and in any event, not later than three (3) Business Days’) notice thereof to the Administrative Agent; provided that the Company or the Portfolio Manager, as applicable, shall not be required to give notice of an Amendment (other than an Amendment relating to a Specified Matter) to the Administrative Agent unless an Event of Default has occurred and is continuing or a Market Value Event has occurred. In any such event, the Company shall exercise all voting and other powers of ownership relating to such Amendment or the exercise of such rights or remedies as the Portfolio Manager shall deem appropriate under the circumstances; provided that if an Event of Default has occurred and is continuing or a Market Value Event has occurred, the Company will exercise all voting and other powers of ownership as the Administrative Agent (acting at the direction of the Required Lenders) shall instruct (it being understood that if the terms of the related underlying instrument Underlying Instrument expressly prohibit or restrict any such rights given to the Administrative Agent, then such right shall be limited to the extent necessary so that such prohibition or restriction is not violated). In any such case, following the Company’s receipt thereof, the Company shall promptly provide to the Administrative Agent copies of all executed amendments to underlying instrumentsUnderlying Instruments, executed waiver or consent forms or other documents executed or delivered in connection with any Amendment.