Expense Reserve Account. The Borrower shall, on or prior to the Initial Credit Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “Grouse Funding LLC, subject to the lien of State Street Bank And Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Expense Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement, into which the Borrower shall deposit the Expense Reserve Amount as required pursuant to Section 2.3. Any and all funds at any time on deposit in, or otherwise to the credit of, the Expense Reserve Account shall be held in trust by the Collateral Agent for the benefit of the Secured Parties. Pursuant to Borrower Order, the Collateral Agent may at any time withdraw funds deposited in the Expense Reserve Account to pay for any fees or expenses incurred by or on behalf of the Borrower in connection with the structuring and consummation of the transactions contemplated hereby (the “Reserved Expenses”). Amounts in the Expense Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager (which may be in the form of standing instructions). On the Business Day following the payment of the Reserved Expenses in full (which shall be on or around the Closing Date), the Collateral Agent shall remit the balance on deposit in the Expense Reserve Account to the Principal Collection Account for application as Principal Proceeds and the Expense Reserve Account shall be terminated.
Appears in 2 contracts
Samples: Credit Agreement (Apollo Debt Solutions BDC), Credit Agreement (Apollo Debt Solutions BDC)
Expense Reserve Account. The Borrower shall, on or prior to the Initial Credit Closing Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “Grouse Funding KLCC SPV GS1 LLC, subject to the lien of State Street Bank And Trust CompanyStreet, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Expense Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement, into which the Borrower shall deposit the Expense Reserve Amount as required pursuant to Section 2.3. Any and all funds at any time on deposit in, or otherwise to the credit of, the Expense Reserve Account shall be held in trust by the Collateral Agent for the benefit of the Secured Parties. Pursuant to Borrower Order, the Collateral Agent may at any time withdraw funds deposited in the Expense Reserve Account to pay for any fees or expenses incurred by or on behalf of the Borrower in connection with the structuring and consummation of the transactions contemplated hereby (the “Reserved Expenses”). Amounts in the Expense Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager (which may be in the form of standing instructions). On the Business Day following the payment of the Reserved Expenses in full (which shall be on or around the Closing Date), the Collateral Agent shall remit the balance on deposit in the Expense Reserve Account to the Principal Collection Account for application as Principal Proceeds and the Expense Reserve Account shall be terminated.
Appears in 2 contracts
Samples: Credit Agreement (Kennedy Lewis Capital Co), Credit Agreement (Kennedy Lewis Capital Co)
Expense Reserve Account. The the Borrower shall, on or prior to the Initial Credit Closing Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “Grouse Tech Income Funding I LLC, subject to the lien of State Street Bank And and Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Expense Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement, into which the Borrower shall deposit the Expense Reserve Amount as required pursuant to Section 2.32.3 and any funds required to be deposited therein pursuant to the Priority of Payments. Any and all funds at any time on deposit in, or otherwise to the credit of, the Expense Reserve Account shall be held in trust by the Collateral Agent for the benefit of the Secured Parties. Pursuant to Borrower Order, the Collateral Agent may at any time withdraw funds deposited in the Expense Reserve Account (x) to pay for any fees or expenses incurred by or on behalf of the Borrower in connection with the structuring and consummation of the transactions contemplated hereby (the “Reserved Expenses”)) and (y) to pay for accrued and unpaid Administrative Expenses. Amounts in the Expense Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager Services Provider (which may be in the form of standing instructions). On the Business Day following prior to the payment of the Reserved Expenses in full (which shall be on or around the Closing Maturity Date), the Collateral Agent shall remit the balance on deposit in the Expense Reserve Account to the Principal Collection Account of the Borrower for application as Principal Proceeds and the Expense Reserve Account shall be terminatedProceeds.
Appears in 1 contract
Samples: Credit Agreement and Margining Agreement (Blue Owl Technology Income Corp.)
Expense Reserve Account. The the Borrower shall, on or prior to the Initial Credit Closing Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “Grouse ORTF Funding I LLC, subject to the lien of State Street Bank And and Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Expense Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement, into which the Borrower shall deposit the Expense Reserve Amount as required pursuant to Section 2.32.3 and any funds required to be deposited therein pursuant to the Priority of Payments. Any and all funds at any time on deposit in, or otherwise to the credit of, the Expense Reserve Account shall be held in trust by the Collateral Agent for the benefit of the Secured Parties. Pursuant to Borrower Order, the Collateral Agent may at any time withdraw funds deposited in the Expense Reserve Account (x) to pay for any fees or expenses incurred by or on behalf of the Borrower in connection with the structuring and consummation of the transactions contemplated hereby (the “Reserved Expenses”)) and (y) to pay for accrued and unpaid Administrative Expenses. Amounts in the Expense Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager Services Provider (which may be in the form of standing instructions). On the Business Day following prior to the payment of the Reserved Expenses in full (which shall be on or around the Closing Maturity Date), the Collateral Agent shall remit the balance on deposit in the Expense Reserve Account to the Principal Collection Account of the Borrower for application as Principal Proceeds and the Expense Reserve Account shall be terminatedProceeds.
Appears in 1 contract
Samples: Credit Agreement (Blue Owl Technology Finance Corp.)