Common use of Conditions Precedent to Each Borrowing Clause in Contracts

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c3.02(e) and (df) (other than a Default or Event of Default described in Sections 6.01(b) or (l) or a Collateral Manager Termination Event described in Section 6.01(g6.03(e)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.048.03: (a) the Lenders and Reinvestment Period shall not have ended; (b) the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (bc) to the extent that the proceeds of an Advance are not being used to fund the simultaneous origination or acquisition of a Loan, the Borrower shall have delivered to the Custodian each of the Related Documents with respect to such Loan within five (5) Business Days after received by the Borrower; (d) immediately before and after the making of such Advance on the applicable Borrowing Date, (i) each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing, and (ii) each Collateral Quality Test shall be satisfied (or if any Collateral Quality Test is not satisfied, such test is improved after giving effect to such Advance and any related acquisition and/or concurrent sale of Loans), as demonstrated in reasonably detailed calculations attached to such Notice of Borrowing; (ce) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date);; and (df) no Default or Default, Event of Default Default, Potential Collateral Manager Termination Event, Collateral Manager Termination Event or Early Amortization Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (cb) and (dc) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.02(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Collateral Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account to the extent required under Section 8.04; and this Section 3.02 shall not apply with respect to any Swingline Refinancing Advances: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date);; and (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (cb) and (dc) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.02(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Collateral Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account to the extent required under Section 8.04; and this Section 3.02 shall not apply with respect to any Swingline Refinancing Advances: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) if a requested Advance is denominated in an Agreed Foreign Currency, after giving effect to such Advance, the aggregate outstanding principal balance of all Advances denominated in such currency shall not exceed the Aggregate Principal Balance of all Eligible Collateral Loans denominated in such currency by more than 10% of the Aggregate Principal Balance of all Eligible Collateral Loans denominated in such currency; (e) no Default or Default, Event of Default or Collateral Manager Replacement Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountReinvestment Period shall not have terminated.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) such Advance shall not cause the Borrower and aggregate principal amount of Advances outstanding hereunder to increase by more than $50,000,000 during the Collateral Manager shall have received written notice from 32-day period ending on the Administrative Agent, evidencing the approval related Borrowing Date of such Advance unless otherwise approved by the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) immediately after the making of such Advances Advance on the applicable Borrowing Date, each Portfolio Quality Test shall be satisfied, or if any such test is not satisfied, such test shall be maintained or improved after giving effect to such Advance and the deposit any related purchase of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountLoans.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.022.03; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test shall be satisfied and each Collateral Quality Test shall be satisfied (or, if not satisfied, maintained or improved, in each case, as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower Borrower, the Servicer, the Sponsor and the Equityholder contained in the Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Default, Event of Default Default, Potential Servicer Removal Event or Servicer Removal Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager Reinvestment Period shall not have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; andterminated; (f) after giving effect to such Advance, the making Dollar Equivalent of the aggregate principal amount of all Advances denominated in an Available Currency other than Dollars shall not exceed the Non-Dollar Sublimit; (g) subject to Section 2.02, the Administrative Agent shall have approved of the Approval Request for each Collateral Loan to be acquired with the proceeds of such Advances Advance and the deposit of any portion thereof into the Unfunded Reserve Accountsuch approval has not expired or been rescinded; and (h) after giving effect to such Advance, the amount aggregate outstanding principal balance of all Advances shall not exceed the sum of: (i) the Aggregate Net Collateral Balance, minus (ii) the Minimum Equity Amount, plus (iii) the Dollar Equivalent of the aggregate amounts on deposit thereon is at least equal to in the Unfunded Reserve Required AmountPrincipal Collection Subaccount constituting Principal Proceeds.

Conditions Precedent to Each Borrowing. The obligation of each the Lender to make each Advance to be made by it (including the initial Advance) Loan on each the occasion of a Borrowing Date after the date of this Agreement shall be subject to the fulfillment conditions precedent that the Original Effective Date and the Amendment and Restatement Effective Date shall have occurred and on the date of the Borrowing: (a) The following conditions; provided that statements shall be true (and each of the conditions described in clauses (c) giving of the Notice of Borrowing and (d) (other than a Default or Event the acceptance by the Borrower of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned shall constitute a representation and warranty by the Borrower or to fund that on the Unfunded Reserve Account to date of the extent required under Section 8.04:Borrowing such statements are true): (ai) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents shall be Section 4.01 and in each other Loan Document are true and correct in all material respects on and as of the date of such Borrowing, before and after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such Borrowing Date date (except to the extent such representations and warranties expressly relate to any an earlier date, date in which case such representations and warranties shall be have been true and correct in all material respects as of such on each earlier date as if made on such date); (ii) other than the Ontario Litigation, there shall exist no Adverse Proceeding that could be reasonably likely to have a Material Adverse Effect; and (iii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default. (b) The Collateral Agent (for the benefit of the Secured Parties) shall have obtained a valid and perfected first priority (other than Permitted Liens) lien on and security interest in the Collateral and the Borrower shall have executed or authorized the Collateral Agent to execute, as applicable, and delivered UCC financing statements, and any other financing statements or other registrations or filings under any personal property security legislation of any other jurisdiction as may be reasonably required by the Administrative Agent, to the Administrative Agent. (c) The Borrower shall have notified the Lender in writing as to the proposed Drawdown Date and shall have delivered to the Lender a duly executed Notice of Borrowing. (d) no Default On or Event prior to the Drawdown Date in respect of Default Loan D, the Collateral Account shall have occurred contain Collateral with a sufficient aggregate Prevailing Market Value to cause the Actual LTV Ratio (i) with respect to the Loan outstanding prior to the borrowing of Loan D to be less than or equal to 60% and (ii) after disbursement of Loan D to be continuing at the time less than or equal to 58.85% (which comprises a weighted average of 60% (in respect of the making Loan of such Advance or shall result upon the making $50,000,000 prior to drawing of such Advance;Loan D) and of 55% (in respect of Loan D in an amount of $15,000,000)). (e) The Lender shall have received the Promissory Note made and duly executed by the Borrower payable to the Lender in the amount of the Loan. (f) On or prior to the Drawdown Date in respect of Loan D, a sufficient amount of Bitcoin (BTC) at least equal to US$20,000,000 shall be held in the Unsecured Account on such Drawdown Date. (g) The Borrower shall have paid all applicable and documented fees and expenses of the Lender and the Custodian for which invoices have been presented at least two Business Days prior to the applicable Drawdown Date or such later date to which the Borrower and the Collateral Manager Lender may agree (including the fees, costs and expenses of legal counsel). (h) The Lender shall have received written notice such other information, approvals, opinions or documents as the Lender may reasonably request. (i) No Blocking Event shall be continuing or would result from the Administrative Agent, evidencing proposed Loan. (j) The Lender shall have received the approval results of the Administrative Agent in its sole discretion, in accordance lien searches with clause (A) of the definition of “Collateral Loan”, of the loans to be added respect to the Collateral; and (f) after the making of Borrower, such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal results being satisfactory to the Unfunded Reserve Required AmountLender.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment satisfaction or waiver by the Administrative Agent of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04precedent: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing Request for Advance with respect to such Advance (including the Borrowing Base Calculation Statement Certificate attached thereto, all duly completedthereto demonstrating compliance with the Borrowing Base Test) delivered in accordance with Section 2.02Sections 2.02(a)(i) and 2.02(a)(ii), respectively; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage the Borrowing Base Test and Collateral Quality Test shall be is satisfied on a pro forma basis at such time (as demonstrated on in the Borrowing Base Calculation Statement calculations attached to such Notice of Borrowingthe applicable Request for Advance); (c) each of the representations and warranties of the Borrower Borrower, the Seller, the Servicer and the Originator contained in this Agreement and the other Facility Documents shall be true and correct in all material respects (except for representations and warranties already expressly qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Unmatured Event of Default, Event of Default or Early Amortization Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance;; and (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agentas of such Borrowing Date, evidencing the approval of the Administrative Agent shall have approved any changes to the Concierge Capital Underwriting Policy and the Accepted Servicing Policies in its sole discretion, the manner prescribed in accordance with clause (ASection 5.01(h) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amountthis Agreement.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance;; and (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) immediately after the making of such Advances Advance on the applicable Borrowing Date, each Portfolio Quality Test shall be satisfied, or if any such test is not satisfied, such test shall be maintained or improved after giving effect to such Advance and the deposit any related purchase of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountLoans.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) such Advance shall not cause the Borrower and aggregate principal amount of Advances outstanding hereunder to increase by more than $50,000,000 during the Collateral Manager shall have received written notice from 32-day period ending on the Administrative Agent, evidencing the approval related Borrowing Date of such Advance unless otherwise approved by the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender the Lenders to make each Advance to be made by it (including any such Advance in respect of the initial AdvanceBorrowing on or after the Closing Date) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that (1) such Borrowing Date shall occur prior to the end of the Reinvestment Period, and (2) the conditions described in clauses (ce) and (df) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Collateral Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Revolving Reserve Account to the extent required under Section 8.04: (a) in the case of the initial Borrowing hereunder on or after the Closing Date, the conditions precedent set forth in Section 3.01 shall have been fully satisfied on or prior to the applicable Borrowing Date; (b) the Lenders and the Administrative Facility Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (bc) immediately after the making of such Advance on the applicable Borrowing Date, the aggregate outstanding principal amount of the Borrower Liabilities shall not exceed the Total Commitment as in effect on such Borrowing Date; (d) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on and the Borrowing Base Calculation Statement attached to Row Advance Rate that is in use at such Notice of Borrowing)time equals or exceeds the Portfolio Advance Rate; (ce) each of the representations and warranties of the Borrower contained in this Agreement and the other Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (df) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (fg) after the making provisions of such Advances and Section 10.02 have been satisfied as of the deposit date of purchase in connection with any portion thereof into acquisition of additional Collateral Obligations with the Unfunded Reserve Account, proceeds of the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amountapplicable Advance.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used settle trades committed to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account prior to the extent required under Section 8.04end of the Reinvestment Period: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance;; and (e) such Advance shall not cause the Borrower and aggregate principal amount of Advances outstanding hereunder to increase by more than $50,000,000 during the Collateral Manager shall have received written notice from 32-day period ending on the Administrative Agent, evidencing the approval related Borrowing Date of such Advance unless otherwise approved by the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment satisfaction or waiver by the Administrative Agent of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04precedent: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing Request for Advance with respect to such Advance (including the Borrowing Base Calculation Statement Certificate attached thereto, all duly completedthereto demonstrating compliance with the Borrowing Base Test) delivered in accordance with Section 2.02Sections 2.02(a)(i) and 2.02(a)(ii), respectively; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage the Borrowing Base Test and Collateral Quality Test shall be is satisfied on a pro forma basis at such time (as demonstrated on in the Borrowing Base Calculation Statement calculations attached to such Notice of Borrowingthe applicable Request for Advance); (c) each of the representations and warranties of the Borrower Borrower, the Seller, the Servicer and the Originator contained in this Agreement and the other Facility Documents shall be true and correct in all material respects (except for representations and warranties already expressly qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Unmatured Event of Default, Event of Default or Early Amortization Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) as of such Borrowing Date, the Borrower Administrative Agent shall have approved any changes to the Concierge Capital Underwriting Policy and the Collateral Manager Accepted Servicing Policies in the manner prescribed in Section 5.01(h) of this Agreement; (f) if such Borrowing Date is ninety (90) or more calendar days following the Closing Date, the Backup Servicer shall be performing all the backup servicing duties set forth on Schedule I to the Backup Servicing Agreement and (ii) the Backup Servicer shall have received written notice from completed all required data mapping of the Administrative AgentServicer’s online systems, evidencing the approval of in each case, in a manner acceptable to the Administrative Agent in its sole reasonable discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (fg) after if such Advance is subsequent to the making of such Advances initial Advance, the Backup Servicer shall perform the verification duties agreed to among the Backup Servicer, the Borrower and the deposit Administrative Agent with respect to any Receivables relating to such Borrowing (unless otherwise waived by the Borrower and the Administrative Agent); provided, that, (i) the Borrower and the Administrative Agent reserve the right to request the Backup Servicer perform the verification duties with respect to any Receivable pledged in connection with the initial Advance following the related Borrowing Date, (ii) such verification duties shall only be required for three Collection Periods unless otherwise mutually agreed upon between the Borrower and the Administrative Agent and (iii) for the avoidance of any portion thereof into the Unfunded Reserve Accountdoubt, the amount on deposit thereon is at least equal Backup Servicer will only be required to provide such verification duties with respect to a Receivable and the Unfunded Reserve Required Amountrelated Loan once.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: : (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; ; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); ; (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.earlier

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Each Advance to be made by it hereunder (including the initial Advance) ), if any, on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Maximum Advance Rate Test Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test the aggregate outstanding principal balance of the Advances, shall be satisfied (as demonstrated on less than or equal to the Borrowing Base Calculation Statement attached to Maximum Available Amount, at such Notice of Borrowing)time; (c) each of the representations and warranties of the Borrower contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Unmatured Event of Default or Event of Default or Accelerated Amortization Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from delivered, or caused to have been delivered, in accordance with the time and manner specified in the Backup Servicing Agreement, to the Backup Servicer and the Administrative Agent, evidencing the approval Receivable Schedule and each document or item (whether or not electronic) comprising a Related Document with respect to the Receivables being pledged hereunder; (f) all terms and conditions of the applicable Receivable Purchase Agreement required to be satisfied in connection with the assignment of each Receivable being pledged hereunder on such Borrowing Date (and the Receivable and Related Documents related thereto), including the perfection of the Borrower’s interests therein, shall have been satisfied in full, and all filings (including UCC and PPSA filings) required to be made by any Person and all actions required to be taken or performed by any Person in any jurisdiction to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest in all of the Borrower’s right, title and interest in the related Receivables all payments from related Obligors, the Related Documents and all rights of the Borrower under the applicable Receivable Purchase Agreement, excluding any Collateral in which a security interest cannot be perfected under the UCC or the PPSA, as applicable, shall have been made, taken or performed; (g) the Borrower shall have taken all steps necessary under all Applicable Law in order to cause to exist in favor of the Administrative Agent in its sole discretionAgent, in accordance with clause (A) for the benefit of the definition Secured Parties, a valid, subsisting and enforceable first priority perfected security interest in the Borrower’s right, title and interest in the Collateral related to each Receivable being pledged hereunder on such Borrowing Date, including receipt by the Administrative Agent of “Collateral Loan”, evidence reasonably satisfactory to the Administrative Agent that all Liens (except for Permitted Liens) have been released on such Collateral; (h) the Borrower shall have delivered to the Administrative Agent a fully executed copy of the loans to be added Purchase Confirmation relating to the CollateralCollateral Receivables in connection with such Borrowing; and (fi) after the making Administrative Agent shall have received satisfactory evidence that the Seller has received such amounts of the purchase price in excess of the requested Advance in respect of the Receivables to be acquired by the Borrower on such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountBorrowing Date.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment satisfaction or waiver by the Administrative Agent of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04precedent: (a) the Lenders Administrative Agent and the Administrative each Funding Agent shall have received a Notice of Borrowing Request for Advance with respect to such Advance (including the Borrowing Base Calculation Statement Certificate attached thereto, all duly completedthereto demonstrating compliance with the Borrowing Base Test as of the date of such Request for Advance) delivered in accordance with Section 2.02; (b) the Commitment Termination Date has not occurred; (c) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test the aggregate outstanding Aggregate Loan Amount shall be satisfied less than or equal to the lesser of the Commitment Amount and the Borrowing Base at such time (as demonstrated on in the Borrowing Base Calculation Statement calculations attached to such Notice of Borrowingthe applicable Request for Advance); (cd) each of the representations and warranties of the Borrower contained in the Facility Documents shall be true and correct in all material respects as of such Borrowing Date Date, including, without limitation, representations and warranties with respect to the Collateral Receivables as of such date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (de) no Default or Servicer Default, Event of Default Default, Unmatured Event of Default, Early Amortization Event or Borrowing Base Deficiency (as demonstrated in the calculations attached to the applicable Request for Advance) shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (ef) the Borrower and the Collateral Manager Custodian shall have received written notice from the Custodial Deliverables with respect to each Receivable included in the calculation of the Borrowing Base in relation to such applicable Advance; and (g) receipt by the Administrative Agent, evidencing the approval Funding Agents and Lenders of an updated list of Collateral Receivables and Data File as of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making date of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.Advance. WEIL:\99621584\14\35899.0654

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (cb) and (dc) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.02(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Collateral Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account to the extent required under Section 8.04; and this Section 3.02 shall not apply with respect to any Swingline Refinancing Advances: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) if a requested Advance is denominated in an Agreed Foreign Currency, after giving effect to such Advance, the aggregate outstanding principal balance of all Advances denominated in such currency shall not exceed the Aggregate Principal Balance of all Eligible Collateral Loans denominated in such currency by more than 10% of the Aggregate Principal Balance of all Eligible Collateral Loans denominated in such currency; (e) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountReinvestment Period shall not have terminated.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (or, in the case of the Collateral Quality Test, if the, Collateral Quality Test was not satisfied immediately before the making of such Advance, the Collateral Quality Test was maintained or improved) (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.such

Conditions Precedent to Each Borrowing. The obligation of each Lender the Lenders to make each Advance to be made by it (including any such Advance in respect of the initial AdvanceBorrowing on or after the Closing Date) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that (1) such Borrowing Date shall occur prior to the end of the Reinvestment Period, and (2) the conditions described in clauses (ce) and (df) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Collateral Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Revolving Reserve Account to the extent required under Section 8.04: (a) in the case of the initial Borrowing hereunder on or after the ARCA Closing Date, the conditions precedent set forth in Section 3.01 shall have been fully satisfied on or prior to the applicable Borrowing Date; (b) the Lenders and the Administrative Facility Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (bc) immediately after the making of such Advance on the applicable Borrowing Date, the aggregate outstanding principal amount of the Borrower Liabilities shall not exceed the Total Commitment as in effect on such Borrowing Date; (d) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (as demonstrated on and the Borrowing Base Calculation Statement attached to Row Advance Rate that is in use at such Notice of Borrowing)time equals or exceeds the Portfolio Advance Rate; (ce) each of the representations and warranties of the Borrower contained in this Agreement and the other Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (df) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (fg) after the making provisions of such Advances and Section 10.02 have been satisfied as of the deposit date of purchase in connection with any portion thereof into acquisition of additional Collateral Obligations with the Unfunded Reserve Account, proceeds of the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amountapplicable Advance.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each an Advance to be made by it (including on the initial Advance) occasion of a Borrowing on each Borrowing the Funding Date shall be subject to the fulfillment satisfaction of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04precedent: (a) The Effective Date shall have occurred. (b) On the Lenders Funding Date, the following statements shall be true (and each of the giving of the applicable Notice of Borrowing and the Administrative acceptance by the Borrower of the proceeds of such Borrowing shall constitute a representation and warranty by the Borrower that on the date of such Borrowing such statements are true): (i) the representations and warranties contained in Section 4.01 are correct in all material respects on and as of such date, immediately before and immediately after giving effect to such Borrowing and to the application of the proceeds therefrom, as though made on and as of such date (except (x) to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date and (y) such representations and warranties that are qualified by materiality or Material Adverse Effect in the text thereof shall be true and correct in all respects), and (ii) no event has occurred and is continuing, or would result from such Borrowing or from the application of the proceeds therefrom, that constitutes a Default. (c) The Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test terms and Collateral Quality Test shall be satisfied (as demonstrated on the Borrowing Base Calculation Statement attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents shall be true and correct in all material respects as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date);requirements hereof. (d) no Default or Event of Default The Agent shall have occurred and be continuing at received on the time of Funding Date the making of such Advance or shall result upon Notes to the making of such Advance;extent requested by any Lender prior to the Effective Date pursuant to Section 2.15. (e) All of the Borrower and conditions precedent to the Collateral Manager consummation of the Target Acquisition set forth in the Target Acquisition Agreement (other than payment of the consideration therefor) shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, been satisfied or waived in accordance with clause (A) the terms and conditions of the definition of “Collateral Loan”, of the loans to be added to the Collateral; andTarget Acquisition Agreement. (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal Any fees required to be paid pursuant to the Unfunded Reserve Required AmountFee Letters on the Funding Date shall have been paid.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Each Advance to be made by it (including the initial Advance) hereunder, if any, on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(g)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned by the Borrower or to fund the Unfunded Reserve Account to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base a duly completed Maximum Advance Rate Test Calculation Statement attached thereto and each of the schedule of loans required to be delivered pursuant to the Notice of Borrowing attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test (i) the aggregate outstanding principal balance of the Advances shall be satisfied less than or equal to (ii) the Maximum Advanced Amount at such time (as demonstrated on in the Borrowing Base Calculation Statement calculations attached to such the applicable Notice of Borrowing); (c) each of the representations and warranties of the Borrower contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Unmatured Event of Default, Event of Default, Unmatured Servicer Event of Default or Accelerated Amortization Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and transactions contemplated by the Collateral Manager Facility Documents would not require Cross River Bank or FinWise Bank (or other Approved Loan Originator), as applicable, to comply with any risk retention or capital commitment obligation or Cross River Bank or FinWise Bank (or other Approved Loan Originator), as applicable, to comply with any reporting, filing, or any other obligation or undertaking; (f) the Verification Agent shall have received written notice from each of the VA Deliverables with respect to each Loan included in the calculation of the Borrowing Base in relation to such Advance and shall have issued and delivered to Administrative Agent a VA Certificate with respect to such Loans (without any exceptions noted thereon unless otherwise waived by Administrative Agent, evidencing the approval of the ) all in form and substance acceptable to Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the CollateralAgent; and (fg) after the making Borrower shall be in compliance with Section 5.04 of such Advances this Agreement and the deposit with all requirements of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required AmountHedging Agreement then in effect.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (cd) and (de) (other than a Default or Event of Default described in Sections 6.01(b) or (l) or in Section 6.01(g6.03 (e)) below need not be satisfied if the proceeds of the Borrowing are used to fund Delayed Drawdown Collateral Loans then owned settle trades committed to by the Borrower or to fund the Unfunded Reserve Account prior to the extent required under Section 8.04end of the Reinvestment Period: (a) the Lenders and Reinvestment Period shall not have ended; (b) the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (bc) immediately after the making of such Advance on the applicable Borrowing Date, (i) each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing, and (ii) each Collateral Quality Test shall be satisfied (or if any Collateral Quality Test is not satisfied, such test is maintained or improved after giving effect to such Advance and any related acquisition and/or concurrent sale of Loans), as demonstrated in reasonably detailed calculations attached to such Notice of Borrowing; (cd) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date);; and (de) no Default or Default, Event of Default Default, Potential Collateral Manager Termination Event or Collateral Manager Termination Event shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.

Conditions Precedent to Each Borrowing. The obligation of each Lender to make each Advance to be made by it (including the initial Advance) on each Borrowing Date shall be subject to the fulfillment of the following conditions; provided that the conditions described in clauses (c) and (d) (other than a Default or Event of Default described in Section 6.01(gSections 6.01(c) or (f) or in Sections 6.03(c), (e) or (f)) below need not be satisfied if the proceeds of the Borrowing are used to fund Revolving Loans or Delayed Drawdown Collateral Loans then owned by the Borrower or to settle trades committed to by the Borrower prior to the end of the Reinvestment Period or to fund the Unfunded Revolving Reserve Account on or prior to the Commitment Termination Date to the extent required under Section 8.04: (a) the Lenders and the Administrative Agent shall have received a Notice of Borrowing with respect to such Advance (including the Borrowing Base Calculation Statement attached thereto, all duly completed) delivered in accordance with Section 2.02; (b) immediately after the making of such Advance on the applicable Borrowing Date, each Coverage Test and Collateral Quality Test shall be satisfied (satisfied, as demonstrated on the Borrowing Base Calculation Statement and attached to such Notice of Borrowing); (c) each of the representations and warranties of the Borrower and the Collateral Manager contained in the Facility Documents this Agreement shall be true and correct in all material respects (except for representations and warranties already qualified by materiality or Material Adverse Effect, which shall be true and correct) as of such Borrowing Date (except to the extent such representations and warranties expressly relate to any earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date as if made on such date); (d) no Default or Event of Default shall have occurred and be continuing at the time of the making of such Advance or shall result upon the making of such Advance; (e) the Borrower and the Collateral Manager shall have received written notice from the Administrative Agent, evidencing the approval of the Administrative Agent in its sole discretion, in accordance with clause (A) of the definition of “Collateral Loan”, of the loans to be added to the Collateral; and (f) after the making of such Advances and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit thereon is at least equal to the Unfunded Reserve Required Amount.