Common use of Designation of Transferee Clause in Contracts

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicable.

Appears in 5 contracts

Samples: Revolving Credit Agreement (TCW Direct Lending VII LLC), Revolving Credit Agreement (TCW Direct Lending VII LLC), Revolving Credit Agreement (TCW Direct Lending VIII LLC)

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Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicable.

Appears in 5 contracts

Samples: Revolving Credit Agreement (TCW Direct Lending LLC), Revolving Credit Agreement (TCW Direct Lending LLC), Revolving Credit Agreement (TCW Direct Lending LLC)

Designation of Transferee. A transferee that meets the Applicable Requirement, and that has delivered the documents specified in clauses (i) and, to the extent applicable, (ii) of Section 7.01(l), may be designated as determined by a Borrowing Base Investor with the prior written consent of the Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicableall Lenders.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Lafayette Square USA, Inc.), Revolving Credit Agreement (Lafayette Square USA, Inc.), Revolving Credit Agreement (Lafayette Square Empire BDC, Inc.)

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicable.

Appears in 2 contracts

Samples: Revolving Credit Agreement (TCW Direct Lending LLC), Credit Agreement (TCW Direct Lending LLC)

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Funding Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letterand, if anyapplicable, which its Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Funding Agent may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Borrowing Base Investor, as applicable.

Appears in 1 contract

Samples: Revolving Credit Agreement (TCW Direct Lending LLC)

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letterthe documents specified in clauses (i) and, if any, which Side Letter shall be reasonably acceptable to the Administrative Agentextent applicable, to Administrative Agent (ii) of Section 7.01(l), may be designated as an Included Investor with the approval prior written consent of the Administrative AgentAgent in its reasonable discretion. Designation of any other transferee as a Borrowing Base an Included Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicableall Lenders.

Appears in 1 contract

Samples: Revolving Credit Agreement (Nuveen Churchill Direct Lending Corp.)

Designation of Transferee. A transferee that meets the Applicable Requirement, and that has delivered the documents specified in clauses (i) and, to the extent applicable, (ii) of Section 7.01(l), may be designated as determined by a Borrowing Base Investor with the prior written consent of the Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agent. Designation of any other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicable.all Lenders. 97

Appears in 1 contract

Samples: Revolving Credit Agreement (Lafayette Square USA, Inc.)

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Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any other transferee as a Borrowing Base an Included Investor will require be subject to the consent as requirements set forth in the definitions definition of Included Investor and Designated Investor, as applicable.

Appears in 1 contract

Samples: Revolving Credit Agreement (Invesco Commercial Real Estate Finance Trust, Inc.)

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, to Administrative Agent may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any Table of Contents other transferee as a Borrowing Base Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicable.

Appears in 1 contract

Samples: Credit Agreement (TCW Direct Lending LLC)

Designation of Transferee. A transferee that meets the Applicable Requirement, as determined by Administrative Agent in its reasonable discretion, and that has delivered its duly executed Subscription Agreement and Side Letter, if any, which Side Letter shall be reasonably acceptable to the Administrative Agent, satisfactory documentation to Administrative Agent (including a Subscription Agreement substantially in the form of Exhibit T hereto) may be designated as an Included Investor with the approval of Administrative Agentwithout further consent. Designation of any other transferee as a Borrowing Base an Included Investor or Designated Investor will require the consent as set forth in the definitions of Included Investor and Designated Investor, as applicableall Lenders.

Appears in 1 contract

Samples: Revolving Credit Agreement (J.P. Morgan Real Estate Income Trust, Inc.)

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