Common use of Financings; Use of Proceeds Clause in Contracts

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (34) and (45) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The If applicable, the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretoApproval Request, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Principal Collection Account as provided in Section 3.01 on or prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related such Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Company shall cause the Investment Manager shall, on behalf of the Company, to submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one two (12) Business Day Days prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) if applicable, in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each Compliance Condition is satisfied. (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) if related to the Financing Commitments in Purchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to date on which the Administrative Agent that it has cash from other sources that is available Approved the related Approval Request in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)herewith. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP CAD Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP CAD Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP CAD Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the date specified in the request submitted by the Portfolio Manager (which shall be no sooner than one (1) Business Day following the date of such request and in any event no later than the related Settlement Date Date, if applicable, which shall be no sooner than one (or otherwise on 1) Business Day following the related specified borrowing date if no Portfolio Investment is being acquired on of such daterequest) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or Approval Request or, to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretothereto or to make Permitted Distributions permitted by Article VI, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. 2:00p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test Compliance Condition is satisfied, and (ii) if related to the Minimum Equity Test are each satisfiedPurchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the date on which the Administrative Agent approved such Purchase in accordance herewith. (e) [Reserved] (f) If two Business Days prior to If, on the end last day of the Reinvestment Ramp-Up Period, the Company has aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving LoanPurchase Commitments which have traded but not settled) is less than 80% of the aggregate Financing Commitments, then the Portfolio Manager, Manager (on behalf of the Company, ) shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to on such day (or, if such day is not a Business Day, the least of (i) next succeeding Business Day), such that after the aggregate amount of all such unfunded obligationsfunding thereof, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) is equal to 80% of the aggregate Financing Commitments. “Ramp-Up Period” means the period from and (iii) an amount such that including the Borrowing Base Test is satisfied after giving effect Effective Date to such Advance; provided thatbut excluding February 23August 6, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms 2015. The proceeds of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Collection Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding acquisition of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)additional Portfolio Investments. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Origination or Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Dateprovided that the Reinvestment Period has not otherwise ended, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired Originated or Purchased on such date) as provided herein; provided that). If the Company requests an Advance for application to a Permitted Distribution or a Permitted Tax Distribution, if no Portfolio Investment is being acquired on such date, only the funding of the applicable Advance shall be subject to the satisfaction or waiver of the conditions set forth in clauses the definition of such term and (3without duplication) in Sections 1.03(c) and (4d) (in the case of Section 1.03 clause (d), without regard to the reference to an Origination or Purchase therein), in each case, as of the date of the request by the Company for such Advance. To the extent any such Advance is funded in USD, for purposes of funding or acquiring a Portfolio Investment denominated in NZD, the Company shall require satisfaction or waiverbe entitled, upon receipt of such advance by the Company, to direct the Collateral Agent to convert such Advance into NZD at the applicable Spot Rate. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion shall (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Sections 2.03(e) and (f), the Company shall use the proceeds of the any Financings received by it hereunder (i) to purchase Originate or Purchase the Portfolio Investments identified in the related Notice Approval Request, (ii) to pay for costs and expenses incurred in connection with the negotiation of Acquisition or this Agreement and the other Loan Documents and the establishment of the facility hereunder, and (iii) to make advances to the obligor of Delayed Funding Term Loans any applicable True-up Distribution or Revolving Loans in accordance with the underlying instruments relating thereto, any applicable Permitted Distribution or Permitted Tax Distribution; provided that, if the proceeds of a Financing or other proceeds are deposited in the Collection Account, the CAD Collection Account, the EUR Principal Collection Account or the GBP Collection a Permitted Non-USD Currency Account as provided in Section 3.01 prior to or on the expected Settlement Date for any Portfolio Investment but the Company is unable to Originate or Purchase such Portfolio Investment on the related such expected Settlement Date, or if there are proceeds of such Financing or other proceeds remaining after such PurchaseOrigination or Purchase and any applicable True-up Distribution, then, subject to Section 3.01(a)upon the written request of the Servicer within ten (10) Business Days after such expected Settlement Date, upon written notice from the Portfolio Manager Administrative Agent will direct the Collateral Agent shall apply to withdraw such proceeds as provided in Section 4.05from the Principal Collection Account or the applicable Permitted Non-USD Currency Account and, ratably based on the proceeds funded by such Person, (i) with respect to proceeds of Advances, repay such Advances and (ii) with respect to proceeds of equity contributions, refund such proceeds to the applicable equity holder. The proceeds of the Financings shall not be used for any other purposepurpose except to the extent expressly set forth in the Closing Date Letter Agreement. Notwithstanding the foregoing, to the extent that the Administrative Agent has approved an Approval Request with respect to a particular Portfolio Investment, such Portfolio Investment has been Originated or Purchased, as applicable, and the Parent, Parent Entity or its Affiliate has funded such Origination or Purchase on behalf of the Company, the proceeds of the Advance with respect to such Portfolio Investment may be used to repay such Person to the extent of such funding. (d) With respect to any Advance, the Portfolio Manager shall, Servicer on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. (or, with respect to the Initial Loans, 5:00 p.m.) New York City time, one (1) Business Day (or, (i) in the case of an Advance denominated in AUD, two (2) Business Days and (ii) in the case of an Advance denominated in SEK, four (4) Business Days) prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to The Company or the end of Servicer on its behalf may request an Advance during the Reinvestment Period, the Company has Period to fund any outstanding draw of an unfunded obligations to make future advances under any commitment in respect of a Delayed Funding Term Loan or a Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, subject to and in accordance with Article III. If, on any date of determination prior to the last day of the Reinvestment Period Period, there exists an Unfunded Exposure Shortfall, the Company shall (with written notice x) (i) request an Advance not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences and, if the conditions to the Collateral Administrator by the Administrative Agent) such Advance are satisfied and such Advance is made in accordance with Article III this Agreement, deposit the proceeds thereof in the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) and/or (ii) not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences, deposit cash from other sources into the Unfunded Exposure Account in an aggregate amount at least equal to the least of aggregate Unfunded Exposure Shortfall or (iy) not later than two (2) Business Days following the aggregate amount of all date on which such unfunded obligationsUnfunded Exposure Shortfall commences, assign one or more Delayed Funding Term Loans or Revolving Loans to the Parent as a non-cash dividend (iiwhich assignment(s) shall be settled not more than seven (7) Business Days following the Financing Commitments in date on which the aggregate and in Unfunded Exposure Shortfall commences and, upon which transfer(s), the applicable Permitted Currency in excess of Delayed Funding Term Loan(s) or Revolving Loan(s), as applicable, will be released from the aggregate principal amount of the outstanding Advances and (iiisecurity interest under this Agreement without further action by any Person) an amount such that the Borrowing Base Test is satisfied that, after giving effect to such Advance; transfer(s), the Unfunded Exposure Shortfall ceases to exist. If the aggregate Unfunded Exposure Amount is greater than zero at the end of the Reinvestment Period (provided that the Reinvestment Period ends pursuant to clause (i) of the definition of such term), the Company shall request an Advance in the applicable Eligible Currency in an amount that, if when combined with any cash contribution by the Parent to the Company provides evidence to on such date, equals the Administrative Agent aggregate Unfunded Exposure Amount, the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that it has cash from other sources that is available such Advance be funded, in accordance with and subject to Article III, and the terms Company shall deposit the proceeds of this Agreement to make such Advance in the Unfunded Exposure Account (or, in the case of any such future advances Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Upon the occurrence of an Event of Default or a Market Value Cure Failure, the Company shall deposit the aggregate Unfunded Exposure Amount on such date (less any amounts already on deposit in the Unfunded Exposure Account) into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Promptly following the earlier of the date on which any Delayed Funding Term Loan or Revolving Loan becomes an Ineligible Investment or the date on which a Final Approval Request in respect of a draw of an unfunded commitment under such Delayed Funding Term Loan or Revolving Loan is not approved, the Company shall (x) deposit the portion of the Unfunded Exposure Amount relating to such Delayed Funding Term Loan or Revolving Loan into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) or (y) transfer such Delayed Funding Term Loan or Revolving Loan, then as applicable, to the Parent as a non-cash dividend (upon which transfer, such Delayed Funding Term Loan or Revolving Loan will be released from the security interest under this Agreement without further action by any Person). If, at any time, the amount on deposit on the Unfunded Exposure Account (together with related amounts in respect of any such Advance shall be reduced by Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency deposited into the amount of such funds. After giving effect to such Advanceapplicable Permitted Non-USD Currency Unfunded Exposure Account) is greater than the aggregate Unfunded Exposure Amount, the Company shall cause may direct that any such excess be transferred to the Principal Collection Account or the applicable Permitted Non-USD Currency Principal Collection Account for application as Principal Proceeds (or, in the case of amounts deposited into the Unfunded Exposure Account by the Company and not from the proceeds of such an Advance and cash from other sources that is available or a prepayment in respect of a Revolving Loan, Interest Proceeds) in accordance with the terms of this Agreement in an amount equal Agreement. In addition and without limitation to the aggregate foregoing, if (i) the Company is required to deposit amounts into the Unfunded Exposure Account as a result of the occurrence of an Event of Default or a Market Value Cure Failure, (ii) such Event of Default or Market Value Cure Failure has been cured or waived and (iii) no subsequent Event of Default has occurred and is continuing and no subsequent Market Value Cure Failure has occurred, the Company may direct that any such amount be withdrawn and be applied as Principal Proceeds or Interest Proceeds. Amounts in the Unfunded Exposure Account and the Permitted Non-USD Currency Unfunded Exposure Accounts may be applied (A) for the purposes set forth in this paragraph above and (B) so long as no Market Value Cure Failure has occurred and no Event of all Default has occurred and is continuing, to fund unfunded obligations remaining commitments in respect of any Delayed Funding Term Loans or Revolving Loans and, upon acceleration of the Secured Obligations following an Event of Default, shall be transferred to be deposited the Principal Collection Account (in the case of amounts on deposit in the Permitted Non-USD Currency Unfunded Exposure Account, after conversion to USD at the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(hSpot Rate). (gf) Without limitation to clause (f) aboveany other provision of this Agreement, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan or Revolving Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test Compliance Condition and item 5 15 of the Concentration Limitations will each be satisfiedsatisfied and no Unfunded Exposure Shortfall will exist on a pro forma basis after giving effect to such purchase and any concurrent Advance to fund a deposit into the Unfunded Exposure Account or the applicable Permitted Non-USD Currency Unfunded Exposure Account in accordance with Section 2.03(e), as shall be deemed certified by the delivery by the Company of any trade ticket, order, direction or other instruction in connection with the acquisition of any such Delayed Funding Term Loan or Revolving Loan.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Origination or Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Dateprovided that the Reinvestment Period has not otherwise ended, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired Originated or Purchased on such date) as provided herein; provided that). If the Company requests an Advance for application to a Permitted Distribution or a Permitted Tax Distribution, if no Portfolio Investment is being acquired on such date, only the funding of the applicable Advance shall be subject to the satisfaction or waiver of the conditions set forth in clauses the definition of such term and (3without duplication) in Sections 1.03(c) and (4d) (in the case of Section 1.03 shall require satisfaction clause (d), without regard to the reference to an Origination or waiverPurchase therein), in each case, as of the date of the request by the Company for such Advance. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion shall (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Sections 2.03(e) and (f), the Company shall use the proceeds of the any Financings received by it hereunder (i) to purchase Originate or Purchase the Portfolio Investments identified in the related Notice Approval Request, (ii) to pay for costs and expenses incurred in connection with the negotiation of Acquisition or this Agreement and the other Loan Documents and the establishment of the facility hereunder, and (iii) to make advances to the obligor of Delayed Funding Term Loans any applicable True-up Distribution or Revolving Loans in accordance with the underlying instruments relating thereto, any applicable Permitted Distribution or Permitted Tax Distribution; provided that, if the proceeds of a Financing or other proceeds are deposited in the Collection Account, the CAD Collection Account, the EUR Principal Collection Account or the GBP Collection a Permitted Non-USD Currency Account as provided in Section 3.01 prior to or on the expected Settlement Date for any Portfolio Investment but the Company is unable to Originate or Purchase such Portfolio Investment on the related such expected Settlement Date, or if there are proceeds of such Financing or other proceeds remaining after such PurchaseOrigination or Purchase and any applicable True-up Distribution, then, subject to Section 3.01(a)upon the written request of the Servicer within ten (10) Business Days after such expected Settlement Date, upon written notice from the Portfolio Manager Administrative Agent will direct the Collateral Agent shall apply to withdraw such proceeds as provided in Section 4.05from the Principal Collection Account or the applicable Permitted Non-USD Currency Account and, ratably based on the proceeds funded by such Person, (i) with respect to proceeds of Advances, repay such Advances and (ii) with respect to proceeds of equity contributions, refund such proceeds to the applicable equity holder. The proceeds of the Financings shall not be used for any other purposepurpose except to the extent expressly set forth in the Effective Date Letter. Notwithstanding the foregoing, to the extent that the Administrative Agent has approved an Approval Request with respect to a particular Portfolio Investment, such Portfolio Investment has been Originated or Purchased, as applicable, and the Parent or its Affiliate has funded such Origination or Purchase on behalf of the Company, the proceeds of the Advance with respect to such Portfolio Investment may be used to repay such Person to the extent of such funding. (d) With respect to any Advance, the Portfolio Manager shall, Servicer on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. (or, with respect to the Initial Loans, 5:00 p.m.) New York City time, one (1) Business Day (or, (i) in the case of an Advance denominated in AUD, two (2) Business Days, (ii) in the case of an Advance denominated in SEK, four (4) Business Days and (iii) in the case of an Advance denominated in NZD, five (5) Business Days) prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to The Company or the end of Servicer on its behalf may request an Advance during the Reinvestment Period, the Company has Period to fund any outstanding draw of an unfunded obligations to make future advances under any commitment in respect of a Delayed Funding Term Loan or a Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, subject to and in accordance with Article III. If, on any date of determination prior to the last day of the Reinvestment Period Period, there exists an Unfunded Exposure Shortfall, the Company shall (with written notice x) (i) request an Advance not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences and, if the conditions to the Collateral Administrator by the Administrative Agent) such Advance are satisfied and such Advance is made in accordance with Article III this Agreement, deposit the proceeds thereof in the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) and/or (ii) not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences, deposit cash from other sources into the Unfunded Exposure Account in an aggregate amount at least equal to the least of aggregate Unfunded Exposure Shortfall or (iy) not later than two (2) Business Days following the aggregate amount of all date on which such unfunded obligationsUnfunded Exposure Shortfall commences, assign one or more Delayed Funding Term Loans or Revolving Loans to the Parent as a non-cash dividend (iiwhich assignment(s) shall be settled not more than seven (7) Business Days following the Financing Commitments in date on which the aggregate and in Unfunded Exposure Shortfall commences and, upon which transfer(s), the applicable Permitted Currency in excess of Delayed Funding Term Loan(s) or Revolving Loan(s), as applicable, will be released from the aggregate principal amount of the outstanding Advances and (iiisecurity interest under this Agreement without further action by any Person) an amount such that the Borrowing Base Test is satisfied that, after giving effect to such Advance; transfer(s), the Unfunded Exposure Shortfall ceases to exist. If the aggregate Unfunded Exposure Amount is greater than zero at the end of the Reinvestment Period (provided that the Reinvestment Period ends pursuant to clause (i) of the definition of such term), the Company shall request an Advance in the applicable Eligible Currency in an amount that, if when combined with any cash contribution by the Parent to the Company provides evidence to on such date, equals the Administrative Agent aggregate Unfunded Exposure Amount, the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that it has cash from other sources that is available such Advance be funded, in accordance with and subject to Article III, and the terms Company shall deposit the proceeds of this Agreement to make such Advance in the Unfunded Exposure Account (or, in the case of any such future advances Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Upon the occurrence of an Event of Default or a Market Value Cure Failure, the Company shall deposit the aggregate Unfunded Exposure Amount on such date (less any amounts already on deposit in the Unfunded Exposure Account) into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Promptly following the earlier of the date on which any Delayed Funding Term Loan or Revolving Loan becomes an Ineligible Investment or the date on which a Final Approval Request in respect of a draw of an unfunded commitment under such Delayed Funding Term Loan or Revolving Loan is not approved, the Company shall (x) deposit the portion of the Unfunded Exposure Amount relating to such Delayed Funding Term Loan or Revolving Loan into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) or (y) transfer such Delayed Funding Term Loan or Revolving Loan, then as applicable, to the Parent as a non-cash dividend (upon which transfer, such Delayed Funding Term Loan or Revolving Loan will be released from the security interest under this Agreement without further action by any Person). If, at any time, the amount on deposit on the Unfunded Exposure Account (together with related amounts in respect of any such Advance shall be reduced by Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency deposited into the amount of such funds. After giving effect to such Advanceapplicable Permitted Non-USD Currency Unfunded Exposure Account) is greater than the aggregate Unfunded Exposure Amount, the Company shall cause may direct that any such excess be transferred to the Principal Collection Account or the applicable Permitted Non-USD Currency Principal Collection Account for application as Principal Proceeds (or, in the case of amounts deposited into the Unfunded Exposure Account by the Company and not from the proceeds of such an Advance and cash from other sources that is available or a prepayment in respect of a Revolving Loan, Interest Proceeds) in accordance with the terms of this Agreement in an amount equal Agreement. In addition and without limitation to the aggregate foregoing, if (i) the Company is required to deposit amounts into the Unfunded Exposure Account as a result of the occurrence of an Event of Default or a Market Value Cure Failure, (ii) such Event of Default or Market Value Cure Failure has been cured or waived and (iii) no subsequent Event of Default has occurred and is continuing and no subsequent Market Value Cure Failure has occurred, the Company may direct that any such amount be withdrawn and be applied as Principal Proceeds or Interest Proceeds. Amounts in the Unfunded Exposure Account and the Permitted Non-USD Currency Unfunded Exposure Accounts may be applied (A) for the purposes set forth in this paragraph above and (B) so long as no Market Value Cure Failure has occurred and no Event of all Default has occurred and is continuing, to fund unfunded obligations remaining commitments in respect of any Delayed Funding Term Loans or Revolving Loans and, upon acceleration of the Secured Obligations following an Event of Default, shall be transferred to be deposited the Principal Collection Account (in the case of amounts on deposit in the Permitted Non-USD Currency Unfunded Exposure Account, after conversion to USD at the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(hSpot Rate). (gf) Without limitation to clause (f) aboveany other provision of this Agreement, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan or Revolving Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test Compliance Condition and item 5 11 of the Concentration Limitations will each be satisfiedsatisfied and no Unfunded Exposure Shortfall will exist on a pro forma basis after giving effect to such purchase and any concurrent Advance to fund a deposit into the Unfunded Exposure Account or the applicable Permitted Non-USD Currency Unfunded Exposure Account in accordance with Section 2.03(e), as shall be deemed certified by the delivery by the Company of any trade ticket, order, direction or other instruction in connection with the acquisition of any such Delayed Funding Term Loan or Revolving Loan. (g) If any Lender becomes a Defaulting Lender, all or any part of any Advance not made by such Defaulting Lender shall be reallocated among the non-Defaulting Lenders who notify the Administrative Agent in writing (including via email) that they will accept such reallocation, on a pro rata basis (determined without regard to the outstanding Advances and Financing Commitments of the Defaulting Lender and any non-Defaulting Lender not providing such notice), but only to the extent that such reallocation does not, as to any non-Defaulting Lender, cause such non-Defaulting Xxxxxx’s outstanding Advances and unfunded commitments hereunder to exceed its Financing Commitment.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date2.02, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Effective Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any the Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances Purchase Notice, provided, however, that with respect to the obligor purchase of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection AccountConvertible Notes, the CAD Collection Account, Company shall only purchase notes with a purchase price equal to at least two times the EUR Collection Account or par amount of the GBP Collection Account Advance as provided in Section 3.01 prior to or on of the Settlement Date for any Portfolio Investment but date the Company Advance is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05made. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any the Advance, the Portfolio Manager shall, on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one two (12) Business Day Days prior to the Business Day specified as the date on which such the Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances the Advance in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Origination or Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Dateprovided that the Reinvestment Period has not otherwise ended, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired Originated or Purchased on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver). (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion shall (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Pursuant to Section 2.02, the Administrative Agent shall use the proceeds of the initial Advance to prepay amounts owing under the Current LSA as directed by the Company, Subject to Sections 2.03(e) and (f), the Company shall use the proceeds of the any other Financings received by it hereunder to purchase Originate or Purchase the Portfolio Investments identified in the related Notice of Acquisition or Approval Request and to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretoany applicable True-up Distribution, provided that, if the proceeds of a Financing or other proceeds are deposited in the Collection Account, the CAD Collection Account, the EUR Principal Collection Account or the GBP Collection a Permitted Non-USD Currency Account as provided in Section 3.01 prior to or on the expected Settlement Date for any Portfolio Investment but the Company is unable to Originate or Purchase such Portfolio Investment on the related such expected Settlement Date, or if there are proceeds of such Financing or other proceeds remaining after such PurchaseOrigination or Purchase and any applicable True-up Distribution, then, subject to Section 3.01(a)upon the written request of the Company within ten (10) Business Days after such expected Settlement Date, upon written notice from the Portfolio Manager Administrative Agent will direct the Collateral Agent shall apply to withdraw such proceeds as provided in Section 4.05from the Principal Collection Account or the applicable Permitted Non-USD Currency Account and, ratably based on the proceeds funded by such Person, (i) with respect to proceeds of Advances, repay such Advances and (ii) with respect to proceeds of equity contributions, refund such proceeds to the applicable equity holder. The proceeds of the Financings shall not be used for any other purpose. Notwithstanding the foregoing, to the extent that the Administrative Agent has approved an Approval Request with respect to a particular Portfolio Investment, such Portfolio Investment has been Originated or Purchased, as applicable, and the Parent, Antares Holdings LP or an Affiliate of either of them has funded such Origination or Purchase on behalf of the Company, the proceeds of the Advance with respect to such Portfolio Investment may be used to repay such Person to the extent of such funding. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. (or, with respect to the Initial Loans, 5:00 p.m.) New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to the end of The Company may request an Advance during the Reinvestment Period, the Company has Period to fund any outstanding draw of an unfunded obligations to make future advances under any commitment in respect of a Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on no sooner than the last day immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, subject to and in accordance with Article III. If the aggregate Unfunded Exposure Amount is greater than zero at the end of the Reinvestment Period (provided that the Reinvestment Period ends pursuant to clause (i) of the definition of such term), the Company shall request an Advance in the applicable Eligible Currency in an amount that, when combined with written notice any capital contribution by HoldCo to the Collateral Administrator by Company on such date, equals the Administrative Agent) aggregate Unfunded Exposure Amount, the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, in accordance with and subject to Article III in amount equal to III, and the least Company shall deposit the proceeds of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments Advance in the aggregate and Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency in excess Account). Upon the occurrence of an Event of Default or a Market Value Cure Failure, the Company shall deposit the aggregate principal amount Unfunded Exposure Amount on such date (less any amounts already on deposit in the Unfunded Exposure Account) into the Unfunded Exposure Account (or, in the case of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account). Promptly following the date on which any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advancebecomes an Ineligible Obligation, the Company shall cause (x) deposit the portion of the Unfunded Exposure Amount relating to such Delayed Funding Term Loan into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account) or (y) transfer such Delayed Funding Term Loan to HoldCo as a non-cash dividend (upon which transfer, such Delayed Funding Term Loan will be released from the security interest under this Agreement without further action by any Person). If, at any time, the amount on deposit on the Unfunded Exposure Account (together with related amounts in respect of Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency deposited into the applicable Permitted Non-USD Currency Account) is greater than the aggregate Unfunded Exposure Amount, the Company may direct that any such excess be transferred to the Principal Collection Account for application as Principal Proceeds (or, in the case of amounts deposited into the Unfunded Exposure Account by the Company and not from the proceeds of such Advance and cash from other sources that is available an Advance, Interest Proceeds) in accordance with the terms of this Agreement in an amount equal Agreement. In addition and without limitation to the aggregate foregoing, if (i) the Company is required to deposit amounts into the Unfunded Exposure Account as a result of the occurrence of an Event of Default or a Market Value Cure Failure, (ii) such Event of Default or Market Value Cure Failure has been cured or waived and (iii) no subsequent Event of Default has occurred and is continuing and no subsequent Market Value Cure Failure has occurred, the Company may direct that any such amount be withdrawn and be applied as Principal Proceeds or Interest Proceeds. Amounts in the Unfunded Exposure Account may be applied (A) for the purposes set forth in this paragraph above and (B) so long as no Market Value Cure Failure has occurred and no Event of all Default has occurred and is continuing, to fund unfunded obligations remaining commitments in respect of any Delayed Funding Term Loans or Revolving Loans and, upon acceleration of the Secured Obligations following an Event of Default, shall be transferred to be deposited in the Unfunded Exposure Principal Collection Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (gf) Without limitation to clause (f) aboveany other provision of this Agreement, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test Compliance Condition and item 5 6 of the Concentration Limitations will each be satisfied. (g) Amounts deposited into a Permitted Non-USD Currency Account in respect of Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency shall be retained in such Permitted Non-USD Currency Account until the date on which such amounts may be released in the same manner as amounts in respect of Unfunded Exposure Amounts denominated in USD may be released from the Unfunded Exposure Account.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each is satisfied. (e) [Reserved]If, the aggregate principal amount of the outstanding Advances is less than the Minimum Funding Amount on any period start date specified in the definition of the term Minimum Funding Amount, then the Portfolio Manager (on behalf of the Company) shall be deemed to have requested an Advance on each such date such that, after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. Unless an Event of Default shall have occurred and is continuing or a Market Value Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the next succeeding Business Day) (with written notice to the Collateral Administrator by the Administrative Agent), such that after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least lesser of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 6 of the Concentration Limitations Limits will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the date specified in the request submitted by the Portfolio Manager (which shall be no sooner than one (1) Business Day following the date of such request and in any event no later than the related Settlement Date Date, if applicable, which shall be no sooner than one (or otherwise on 1) Business Day following the related specified borrowing date if no Portfolio Investment is being acquired on of such daterequest) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition Approval Request or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. 2:00p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test Compliance Condition is satisfied, and (ii) if related to the Minimum Equity Test are each satisfiedPurchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the date on which the Administrative Agent approved such Purchase in accordance herewith. (e) [Reserved] (f) If two Business Days prior to If, on the end last day of the Reinvestment Ramp-Up Period, the Company has aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving LoanPurchase Commitments which have traded but not settled) is less than 80% of the aggregate Financing Commitments, then the Portfolio Manager, Manager (on behalf of the Company, ) shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to on such day (or, if such day is not a Business Day, the least of (i) next succeeding Business Day), such that after the aggregate amount of all such unfunded obligationsfunding thereof, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) is equal to 80% of the aggregate Financing Commitments. “Ramp-Up Period” means the period from and (iii) an amount such that including the Borrowing Base Test is satisfied after giving effect Effective Date to such Advance; provided thatbut excluding February 23, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms 2015. The proceeds of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Collection Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding acquisition of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)additional Portfolio Investments. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (34) and (45) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The If applicable, the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretoApproval Request, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Principal Collection Account as provided in Section 3.01 on or prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related such Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Company shall cause the Investment Manager shall, on behalf of the Company, to submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one two (12) Business Day Days prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) if applicable, in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each Compliance Condition is satisfied. (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) if related to the Financing Commitments in Purchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to date on which the Administrative Agent that it has cash from other sources that is available approved such Purchase in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)herewith. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A (a "Request for Advance") to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each is satisfied. (e) [Reserved]If, the aggregate principal amount of the outstanding Advances is less than the Minimum Funding Amount on any period start date specified in the definition of the term Minimum Funding Amount, then the Portfolio Manager (on behalf of the Company) shall be deemed to have requested an Advance on each such date such that, after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. Unless an Event of Default shall have occurred and is continuing or a Market Value Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the next succeeding Business Day) (with written notice to the Collateral Administrator by the Administrative Agent), such that after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 6 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03.(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a3.01.(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A (a "Request for Advance") to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each is satisfied. (e) [Reserved]If, the aggregate principal amount of the outstanding Advances is less than the Minimum Funding Amount on any period start date specified in the definition of the term Minimum Funding Amount, then the Portfolio Manager (on behalf of the Company) shall be deemed to have requested an Advance on each such date such that, after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. Unless an Event of Default shall have occurred and is continuing or a Market Value Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the next succeeding Business Day) (with written notice to the Collateral Administrator by the Administrative Agent), such that after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h8.01.(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 6 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (34) and (45) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition Approval Request or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP USD Principal Collection Account as provided in Section 3.01 on or prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related such Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Company shall cause the Investment Manager shall, on behalf of the Company, to submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one two (12) Business Day Days prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) if applicable, in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test Compliance Condition is satisfied; provided that the Compliance Condition will not be applicable with respect to the First Advance used principally to acquire Portfolio Investments from the Parent, and (ii) if related to the Minimum Equity Test are each satisfiedPurchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the date on which the Administrative Agent Approved the related Approval Request in accordance herewith. (e) [Reserved]If the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) is less than (x) prior to the occurrence of any Accordion Date, $150,000,000 and (y) from and after any Accordion Date, the amount specified in clause (x) above plus the product of the Financing Commitments of the Lenders resulting from the exercise of the Accordion Option on such Accordion Date and each prior Accordion Date multiplied by 50% (without giving effect to any reduction of the Financing Commitments under this Agreement thereafter during the Reinvestment Period) (the "Minimum Funding Amount") on any date on or after the Second Amendment Date and prior to the last day of the Reinvestment Period, then the Company agrees to pay to the Administrative Agent, from and after such date, for the account of each Lender, an undrawn fee (the "Undrawn Fee") which shall accrue at a per annum rate equal to 2.50% on the average daily Undrawn Amount during the period from and including such date to but excluding the last day of the Reinvestment Period. The Minimum Funding Amount shall be automatically reduced in part on the date of any prepayment made in accordance with the terms of this Agreement (other than a prepayment in accordance with Section 4.03(c)(iii) or a prepayment pursuant to Section 4.03(c)(v) that does not exceed the then-current Revolving Amount), in each case in an amount equal to the amount of such prepayment multiplied by a fraction equal to (i) the Minimum Funding Amount immediately prior to the prepayment over (ii) the Financing Commitment immediately prior to the prepayment. Accrued Undrawn Fees shall be payable in arrears on each Interest Payment Date occurring after the date on which the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) is less than the Minimum Funding Amount to earlier of (i) date on which the Financing Commitments terminate and (ii) the last day of the Reinvestment Period. All Undrawn Fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then (x) first, at the Portfolio written direction of the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator), the Securities Intermediary shall transfer amounts in any Principal Collection Account that are available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan to the applicable Unfunded Exposure Account in an amount equal to the least of (i) the aggregate amount of all such unfunded obligations minus the amount already held in the Unfunded Exposure Account, (ii) the Financing Commitments in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Compliance Condition is satisfied after giving effect to such direction, and (y) second, the Investment Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency an Advance on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Agent and the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount an amount, on a pro forma basis after immediately giving effect to clause (x) above, equal to the least of (i) the aggregate amount of all such unfunded obligationsobligations minus the amount already held in the Unfunded Exposure Account, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test Compliance Condition is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR applicable Unfunded Exposure Account and/or or a Permitted CAD Account (exchanged into the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending applicable Permitted Non-USD Currency at the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited Spot Rate in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for case of any purpose other than as set forth Delayed Funding Term Loans denominated in Section 8.01(ha Permitted Non-USD Currency). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after immediately giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations Compliance Condition will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid.. ​ (c) The Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose.. ​ (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such ​ ​ ​ that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied.. ​ (e) [Reserved] (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.. ​

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each is satisfied. (e) [Reserved]If, the aggregate principal amount of the outstanding Advances is less than the Minimum Funding Amount on any period start date specified in the definition of the term Minimum Funding Amount, then the Portfolio Manager (on behalf of the Company) shall be deemed to have requested an Advance on each such date such that, after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. Unless an Event of Default shall have occurred and is continuing or a Market Value Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the next succeeding Business Day) (with written notice to the Collateral Administrator by the Administrative Agent), such that after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 6 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating thereto, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds as provided in Section 4.05. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each is satisfied. (e) [Reserved]If, the aggregate principal amount of the outstanding Advances is less than the Minimum Funding Amount on any period start date specified in the definition of the term Minimum Funding Amount, then the Portfolio Manager (on behalf of the Company) shall be deemed to have requested an Advance on each such date such that, after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. Unless an Event of Default shall have occurred and is continuing or a Market Value Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the next succeeding Business Day) (with written notice to the Collateral Administrator by the Administrative Agent), such that after the funding thereof, the aggregate principal amount of the outstanding Advances is equal to the Minimum Funding Amount. (f) If two Business Days prior to the end of the Reinvestment Period, the Company has any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iii) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 6 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Origination or Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Dateprovided that the Reinvestment Period has not otherwise ended, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired Originated or Purchased on such date) as provided herein; provided that). If the Company requests an Advance for application to a Permitted Distribution, if no Portfolio Investment is being acquired on such date, only the funding of the applicable Advance shall be subject to the satisfaction or waiver of the conditions set forth in clauses the definition of such term and (3without duplication) in Sections 1.03(c) and (4d) (in the case of Section 1.03 shall require satisfaction clause (d), without regard to the reference to an Origination or waiverPurchase therein), in each case, as of the date of the request by the Company for such Advance. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion shall (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Pursuant to Section 2.02, the Administrative Agent shall use the proceeds of the initial Advance to prepay amounts owing under the Current LSA as directed by the Company. Subject to Sections 2.03(e) and (f), the Company shall use the proceeds of the any other Financings received by it hereunder to purchase Originate or Purchase the Portfolio Investments identified in the related Notice of Acquisition or Approval Request and to make advances to the obligor of Delayed Funding Term Loans any applicable True-up Distribution or Revolving Loans in accordance with the underlying instruments relating theretoany applicable Permitted Distribution, provided that, if the proceeds of a Financing or other proceeds are deposited in the Collection Account, the CAD Collection Account, the EUR Principal Collection Account or the GBP Collection a Permitted Non-USD Currency Account as provided in Section 3.01 prior to or on the expected Settlement Date for any Portfolio Investment but the Company is unable to Originate or Purchase such Portfolio Investment on the related such expected Settlement Date, or if there are proceeds of such Financing or other proceeds remaining after such PurchaseOrigination or Purchase and any applicable True-up Distribution, then, subject to Section 3.01(a)upon the written request of the Company within ten (10) Business Days after such expected Settlement Date, upon written notice from the Portfolio Manager Administrative Agent will direct the Collateral Agent shall apply to withdraw such proceeds as provided in Section 4.05from the Principal Collection Account or the applicable Permitted Non-USD Currency Account and, ratably based on the proceeds funded by such Person, (i) with respect to proceeds of Advances, repay such Advances and (ii) with respect to proceeds of equity contributions, refund such proceeds to the applicable equity holder. The proceeds of the Financings shall not be used for any other purpose. Notwithstanding the foregoing, to the extent that the Administrative Agent has approved an Approval Request with respect to a particular Portfolio Investment, such Portfolio Investment has been Originated or Purchased, as applicable, and the Parent, Antares Holdings LP or an Affiliate of either of them has funded such Origination or Purchase on behalf of the Company, the proceeds of the Advance with respect to such Portfolio Investment may be used to repay such Person to the extent of such funding. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. (or, with respect to the Initial Loans, 5:00 p.m.) New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to the end of The Company may request an Advance during the Reinvestment Period, the Company has Period to fund any outstanding draw of an unfunded obligations to make future advances under any commitment in respect of a Delayed Funding Term Loan or a Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, subject to and in accordance with Article III. If, on any date of determination prior to the last day of the Reinvestment Period Period, there exists an Unfunded Exposure Shortfall, the Company shall (with written notice x) (i) request an Advance not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences and, if the conditions to the Collateral Administrator by the Administrative Agent) such Advance are satisfied and such Advance is made in accordance with Article III this Agreement, deposit the proceeds thereof in the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account) and/or (ii) not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences, deposit cash from other sources into the Unfunded Exposure Account in an aggregate amount at least equal to the least of aggregate Unfunded Exposure Shortfall or (iy) not later than two (2) Business Days following the aggregate amount of all date on which such unfunded obligationsUnfunded Exposure Shortfall commences, assign one or more Delayed Funding Term Loans or Revolving Loans to the Parent as a non-cash dividend (iiwhich assignment(s) shall be settled not more than seven (7) Business Days following the Financing Commitments in date on which the aggregate and in Unfunded Exposure Shortfall commences and, upon which transfer(s), the applicable Permitted Currency in excess of Delayed Funding Term Loan(s) or Revolving Loan(s), as applicable, will be released from the aggregate principal amount of the outstanding Advances and (iiisecurity interest under this Agreement without further action by any Person) an amount such that the Borrowing Base Test is satisfied that, after giving effect to such Advance; transfer(s), the Unfunded Exposure Shortfall ceases to exist. If the aggregate Unfunded Exposure Amount is greater than zero at the end of the Reinvestment Period (provided that the Reinvestment Period ends pursuant to clause (i) of the definition of such term), the Company shall request an Advance in the applicable Eligible Currency in an amount that, if when combined with any capital contribution by HoldCo to the Company provides evidence to on such date, equals the Administrative Agent aggregate Unfunded Exposure Amount, the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that it has cash from other sources that is available such Advance be funded, in accordance with and subject to Article III, and the terms Company shall deposit the proceeds of this Agreement to make such Advance in the Unfunded Exposure Account (or, in the case of any such future advances Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account). Upon the occurrence of an Event of Default or a Market Value Cure Failure, the Company shall deposit the aggregate Unfunded Exposure Amount on such date (less any amounts already on deposit in the Unfunded Exposure Account) into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account). Promptly following the earlier of the date on which any Delayed Funding Term Loan or Revolving Loan becomes an Ineligible Investment or the date on which a Final Approval Request in respect of a draw of an unfunded commitment under such Delayed Funding Term Loan or Revolving Loan is not approved, the Company shall (x) deposit the portion of the Unfunded Exposure Amount relating to such Delayed Funding Term Loan or Revolving Loan into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Account) or (y) transfer such Delayed Funding Term Loan or Revolving Loan, then as applicable, to HoldCo as a non-cash dividend (upon which transfer, such Delayed Funding Term Loan or Revolving Loan will be released from the security interest under this Agreement without further action by any Person). If, at any time, the amount on deposit on the Unfunded Exposure Account (together with related amounts in respect of any such Advance shall be reduced by Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency deposited into the amount of such funds. After giving effect to such Advanceapplicable Permitted Non-USD Currency Account) is greater than the aggregate Unfunded Exposure Amount, the Company shall cause may direct that any such excess be transferred to the Principal Collection Account for application as Principal Proceeds (or, in the case of amounts deposited into the Unfunded Exposure Account by the Company and not from the proceeds of such Advance and cash from other sources that is available an Advance, Interest Proceeds) in accordance with the terms of this Agreement in an amount equal Agreement. In addition and without limitation to the aggregate foregoing, if (i) the Company is required to deposit amounts into the Unfunded Exposure Account as a result of the occurrence of an Event of Default or a Market Value Cure Failure, (ii) such Event of Default or Market Value Cure Failure has been cured or waived and (iii) no subsequent Event of Default has occurred and is continuing and no subsequent Market Value Cure Failure has occurred, the Company may direct that any such amount be withdrawn and be applied as Principal Proceeds or Interest Proceeds. Amounts in the Unfunded Exposure Account may be applied (A) for the purposes set forth in this paragraph above and (B) so long as no Market Value Cure Failure has occurred and no Event of all Default has occurred and is continuing, to fund unfunded obligations remaining commitments in respect of any Delayed Funding Term Loans or Revolving Loans and, upon acceleration of the Secured Obligations following an Event of Default, shall be transferred to be deposited in the Unfunded Exposure Principal Collection Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h). (gf) Without limitation to clause (f) aboveany other provision of this Agreement, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan or Revolving Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test Compliance Condition and item 5 6 of the Concentration Limitations will each be satisfied. (g) Amounts deposited into a Permitted Non-USD Currency Account in respect of Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency shall be retained in such Permitted Non-USD Currency Account until the date on which such amounts may be released in the same manner as amounts in respect of Unfunded Exposure Amounts denominated in USD may be released from the Unfunded Exposure Account.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired on such date) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (34) and (45) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretoApproval Request, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP USD Principal Collection Account as provided in Section 3.01 on or prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related such Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Company shall cause the Investment Manager shall, on behalf of the Company, to submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. New York City time, one two (12) Business Day Days prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) if applicable, in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test Compliance Condition is satisfied; provided that the Compliance Condition will not be applicable with respect to the First Advance used principally to acquire Portfolio Investments from the Parent, and (ii) if related to the Minimum Equity Test are each satisfiedPurchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the date on which the Administrative Agent Approved the related Approval Request in accordance herewith. (e) [Reserved] (f) If two Business Days prior to If, the end aggregate principal amount of the Reinvestment Period, the Company has outstanding Advances (assuming that Advances have been made for any outstanding unfunded obligations to make future advances under any Delayed Purchase Commitments which have traded but not settled) is less than (i) $100,000,000 on June 17, 2016 or (ii) $150,000,000 on September 17, 2016 (each, a “Minimum Funding Term Loan or Revolving LoanAmount”), then the Portfolio Manager, Investment Manager (on behalf of the Company, ) shall be deemed to have requested a Financing in on each such date such that, after the applicable Permitted Currency on such datefunding thereof, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to the least of (i) the aggregate amount of all such unfunded obligations, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances and (iiiassuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) an amount such that the Borrowing Base Test is satisfied after giving effect to such Advance; provided that, if the Company provides evidence equal to the Administrative Agent that it has cash from other sources that applicable Minimum Funding Amount. Unless a Default or an Event of Default shall have occurred and is available continuing or a Coverage Event shall have occurred, the Lenders shall make a corresponding Advance in accordance with Article III on each such date (or, if either such date is not a Business Day, the terms of this Agreement to make any next succeeding Business Day), such future advances in respect of any Delayed Funding Term Loan or Revolving Loanthat after the funding thereof, then the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that outstanding Purchase Commitments which have traded but not settled) is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed applicable Minimum Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)Amount. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Origination or Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Dateprovided that the Reinvestment Period has not otherwise ended, the applicable Financing Providers will make the applicable Financing available to the Company on the related Settlement Date (or otherwise on the related specified borrowing date if no Portfolio Investment is being acquired Originated or Purchased on such date) as provided herein; provided that). If the Company requests an Advance for application to a Permitted Distribution or a Permitted Tax Distribution, if no Portfolio Investment is being acquired on such date, only the funding of the applicable Advance shall be subject to the satisfaction or waiver of the conditions set forth in clauses the definition of such term and (3without duplication) in Sections 1.03(c) and (4d) (in the case of Section 1.03 shall require satisfaction clause (d), without regard to the reference to an Origination or waiverPurchase therein), in each case, as of the date of the request by the Company for such Advance. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion shall (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Sections 2.03(e) and (f), the Company shall use the proceeds of the any Financings received by it hereunder (i) to purchase Originate or Purchase the Portfolio Investments identified in the related Notice Approval Request, (ii) to pay for costs and expenses incurred in connection with the negotiation of Acquisition or this Agreement and the other Loan Documents and the establishment of the facility hereunder, and (iii) to make advances to the obligor of Delayed Funding Term Loans any applicable True-up Distribution or Revolving Loans in accordance with the underlying instruments relating thereto, any applicable Permitted Distribution or Permitted Tax Distribution; provided that, if the proceeds of a Financing or other proceeds are deposited in the Collection Account, the CAD Collection Account, the EUR Principal Collection Account or the GBP Collection a Permitted Non-USD Currency Account as provided in Section 3.01 prior to or on the expected Settlement Date for any Portfolio Investment but the Company is unable to Originate or Purchase such Portfolio Investment on the related such expected Settlement Date, or if there are proceeds of such Financing or other proceeds remaining after such PurchaseOrigination or Purchase and any applicable True-up Distribution, then, subject to Section 3.01(a)upon the written request of the Servicer within ten (10) Business Days after such expected Settlement Date, upon written notice from the Portfolio Manager Administrative Agent will direct the Collateral Agent shall apply to withdraw such proceeds as provided in Section 4.05from the Principal Collection Account or the applicable Permitted Non-USD Currency Account and, ratably based on the proceeds funded by such Person, (i) with respect to proceeds of Advances, repay such Advances and (ii) with respect to proceeds of equity contributions, refund such proceeds to the applicable equity holder. The proceeds of the Financings shall not be used for any other purposepurpose except to the extent expressly set forth in the Effective Date Letter. Notwithstanding the foregoing, to the extent that the Administrative Agent has approved an Approval Request with respect to a particular Portfolio Investment, such Portfolio Investment has been Originated or Purchased, as applicable, and the Parent or its Affiliate has funded such Origination or Purchase on behalf of the Company, the proceeds of the Advance with respect to such Portfolio Investment may be used to repay such Person to the extent of such funding. (d) With respect to any Advance, the Portfolio Manager shall, Servicer on behalf of the Company, Company shall submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. (or, with respect to the Initial Loans, 5:00 p.m.) New York City time, one (1) Business Day (or, (i) in the case of an Advance denominated in AUD, two (2) Business Days, (ii) in the case of an Advance denominated in SEK, four (4) Business Days and (iii) in the case of an Advance denominated in NZD, five (5) Business Days) prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test and the Minimum Equity Test are each satisfied. (e) [Reserved] (f) If two Business Days prior to The Company or the end of Servicer on its behalf may request an Advance during the Reinvestment Period, the Company has Period to fund any outstanding draw of an unfunded obligations to make future advances under any commitment in respect of a Delayed Funding Term Loan or a Revolving Loan, then the Portfolio Manager, on behalf of the Company, shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that such Advance be funded, subject to and in accordance with Article III. If, on any date of determination prior to the last day of the Reinvestment Period Period, there exists an Unfunded Exposure Shortfall, the Company shall (with written notice x) (i) request an Advance not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences and, if the conditions to the Collateral Administrator by the Administrative Agent) such Advance are satisfied and such Advance is made in accordance with Article III this Agreement, deposit the proceeds thereof in the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) and/or (ii) not later than two (2) Business Days following the date on which such Unfunded Exposure Shortfall commences, deposit cash from other sources into the Unfunded Exposure Account in an aggregate amount at least equal to the least of aggregate Unfunded Exposure Shortfall or (iy) not later than two (2) Business Days following the aggregate amount of all date on which such unfunded obligationsUnfunded Exposure Shortfall commences, assign one or more Delayed Funding Term Loans or Revolving Loans to the Parent as a non-cash dividend (iiwhich assignment(s) shall be settled not more than seven (7) Business Days following the Financing Commitments in date on which the aggregate and in Unfunded Exposure Shortfall commences and, upon which transfer(s), the applicable Permitted Currency in excess of Delayed Funding Term Loan(s) or Revolving Loan(s), as applicable, will be released from the aggregate principal amount of the outstanding Advances and (iiisecurity interest under this Agreement without further action by any Person) an amount such that the Borrowing Base Test is satisfied that, after giving effect to such Advance; transfer(s), the Unfunded Exposure Shortfall ceases to exist. If the aggregate Unfunded Exposure Amount is greater than zero at the end of the Reinvestment Period (provided that the Reinvestment Period ends pursuant to clause (i) of the definition of such term), the Company shall request an Advance in the applicable Eligible Currency in an amount that, if when combined with any cash contribution by the Parent to the Company provides evidence to on such date, equals the Administrative Agent aggregate Unfunded Exposure Amount, the Lenders shall make a corresponding Advance no sooner than the immediately succeeding Business Day, and no later than the date the Company requests that it has cash from other sources that is available such Advance be funded, in accordance with and subject to Article III, and the terms Company shall deposit the proceeds of this Agreement to make such Advance in the Unfunded Exposure Account (or, in the case of any such future advances Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Upon the occurrence of an Event of Default or a Market Value Cure Failure, the Company shall deposit the aggregate Unfunded Exposure Amount on such date (less any amounts already on deposit in the Unfunded Exposure Account) into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account). Promptly following the earlier of the date on which any Delayed Funding Term Loan or Revolving Loan becomes an Ineligible Investment or the date on which a Final Approval Request in respect of a draw of an unfunded commitment under such Delayed Funding Term Loan or Revolving Loan is not approved, the Company shall (x) deposit the portion of the Unfunded Exposure Amount relating to such Delayed Funding Term Loan or Revolving Loan into the Unfunded Exposure Account (or, in the case of any Unfunded Exposure Amount in respect of a Portfolio Investment denominated in a Permitted Non-USD Currency, into the applicable Permitted Non-USD Currency Unfunded Exposure Account) or (y) transfer such Delayed Funding Term Loan or Revolving Loan, then as applicable, to the Parent as a non-cash dividend (upon which transfer, such Delayed Funding Term Loan or Revolving Loan will be released from the security interest under this Agreement without further action by any Person). If, at any time, the amount on deposit on the Unfunded Exposure Account (together with related amounts in respect of any such Advance shall be reduced by Unfunded Exposure Amounts relating to Portfolio Investments denominated in a Permitted Non-USD Currency deposited into the amount of such funds. After giving effect to such Advanceapplicable Permitted Non-USD Currency Unfunded Exposure Account) is greater than the aggregate Unfunded Exposure Amount, the Company shall cause may direct that any such excess be transferred to the Principal Collection Account or the applicable Permitted Non-USD Currency Principal Collection Account for application as Principal Proceeds (or, in the case of amounts deposited into the Unfunded Exposure Account by the Company and not from the proceeds of such an Advance and cash from other sources that is available or a prepayment in respect of a Revolving Loan, Interest Proceeds) in accordance with the terms of this Agreement in an amount equal Agreement. In addition and without limitation to the aggregate foregoing, if (i) the Company is required to deposit amounts into the Unfunded Exposure Account as a result of the occurrence of an Event of Default or a Market Value Cure Failure, (ii) such Event of Default or Market Value Cure Failure has been cured or waived and (iii) no subsequent Event of Default has occurred and is continuing and no subsequent Market Value Cure Failure has occurred, the Company may direct that any such amount be withdrawn and be applied as Principal Proceeds or Interest Proceeds. Amounts in the Unfunded Exposure Account and the Permitted Non-USD Currency Unfunded Exposure Accounts may be applied (A) for the purposes set forth in this paragraph above and (B) so long as no Market Value Cure Failure has occurred and no Event of all Default has occurred and is continuing, to fund unfunded obligations remaining commitments in respect of any Delayed Funding Term Loans or Revolving Loans and, upon acceleration of the Secured Obligations following an Event of Default, shall be transferred to be deposited the Principal Collection Account (in the case of amounts on deposit in the Permitted Non-USD Currency Unfunded Exposure Account, after conversion to USD at the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(hSpot Rate). (gf) Without limitation to clause (f) aboveany other provision of this Agreement, neither the Company nor the Permitted Subsidiary shall not acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan or Revolving Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test Compliance Condition and item 5 11 of the Concentration Limitations will each be satisfiedsatisfied and no Unfunded Exposure Shortfall will exist on a pro forma basis after giving effect to such purchase and any concurrent Advance to fund a deposit into the Unfunded Exposure Account or the applicable Permitted Non-USD Currency Unfunded Exposure Account in accordance with Section 2.03(e), as shall be deemed certified by the delivery by the Company of any trade ticket, order, direction or other instruction in connection with the acquisition of any such Delayed Funding Term Loan or Revolving Loan. (g) If any Lender becomes a Defaulting Lender, all or any part of any Advance not made by such Defaulting Lender shall be reallocated among the non-Defaulting Lenders who notify the Administrative Agent in writing (including via email) that they will accept such reallocation, on a pro rata basis (determined without regard to the outstanding Advances and Financing Commitments of the Defaulting Lender and any non-Defaulting Lender not providing such notice), but only to the extent that such reallocation does not, as to any non-Defaulting Lender, cause such non-Defaulting Xxxxxx's outstanding Advances and unfunded commitments hereunder to exceed its Financing Commitment.

Financings; Use of Proceeds. (a) Subject to the satisfaction or waiver of the conditions to the Purchase of a Portfolio Investment set forth in Section 1.03 both as of the related Trade Date and Settlement Date, the applicable Financing Providers will make the applicable Financing available to the Company on the date specified in the request submitted by the Portfolio Manager (which shall be no sooner than one (1) Business Day following the date of such request and in any event no later than the related Settlement Date Date, if applicable, which shall be no sooner than one (or otherwise on 1) Business Day following the related specified borrowing date if no Portfolio Investment is being acquired on of such daterequest) as provided herein; provided that, if no Portfolio Investment is being acquired on such date, only the conditions set forth in clauses (3) and (4) of Section 1.03 shall require satisfaction or waiver. (b) Except as expressly provided herein, the failure of any Financing Provider to make any Advance required hereunder shall not relieve any other Financing Provider of its obligations hereunder. If any Financing Provider shall fail to provide any Financing to the Company required hereunder, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Financing Provider to satisfy such Financing Provider's ’s obligations hereunder until all such unsatisfied obligations are fully paid. (c) The Subject to Section 2.03(e), the Company shall use the proceeds of the Financings received by it hereunder to purchase the Portfolio Investments identified in the related Notice of Acquisition or Acquisition, to make advances to the obligor of Delayed Funding Term Loans or Revolving Loans in accordance with the underlying instruments relating theretothereto or to make Permitted Distributions permitted by Article VI, provided that, if the proceeds of a Financing are deposited in the Collection Account, the CAD Collection Account, the EUR Collection Account or the GBP Collection Account as provided in Section 3.01 prior to or on the Settlement Date for any Portfolio Investment but the Company is unable to Purchase such Portfolio Investment on the related Settlement Date, or if there are proceeds of such Financing remaining after such Purchase, then, subject to Section 3.01(a), upon written notice from the Portfolio Manager the Collateral Agent shall apply such proceeds on such date as provided in Section 4.05Article IV. The proceeds of the Financings shall not be used for any other purpose. (d) With respect to any Advance, the Portfolio Manager shall, on behalf of the Company, submit a request substantially in the form of Exhibit A to the Lenders and the Administrative Agent, with a copy to the Collateral Agent and the Collateral Administrator, not later than 2:00 p.m. 2:00p.m. New York City time, one (1) Business Day prior to the Business Day specified as the date on which such Advance shall be made and, upon receipt of such request, the Lenders shall make such Advances in accordance with the terms set forth in Section 3.01. Any requested Advance shall be (i) in an amount such that, after giving effect thereto and the related purchase (if any) of the applicable Portfolio Investment(s), the Borrowing Base Test Compliance Condition is satisfied, and (ii) if related to the Minimum Equity Test are each satisfiedPurchase of any Portfolio Investment, no later than ten (10) Agent Business Days after the date on which the Administrative Agent approved such Purchase in accordance herewith. (e) [Reserved] (f) If two Business Days prior to If, on the end last day of the Reinvestment Ramp-Up Period, the Company has aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding unfunded obligations to make future advances under any Delayed Funding Term Loan or Revolving LoanPurchase Commitments which have traded but not settled) is less than 80% of the aggregate Financing Commitments, then the Portfolio Manager, Manager (on behalf of the Company, ) shall be deemed to have requested a Financing in the applicable Permitted Currency on such date, and the Lenders shall make a corresponding Advance on the last day of the Reinvestment Period (with written notice to the Collateral Administrator by the Administrative Agent) in accordance with Article III in amount equal to on such day (or, if such day is not a Business Day, the least of (i) next succeeding Business Day), such that after the aggregate amount of all such unfunded obligationsfunding thereof, (ii) the Financing Commitments in the aggregate and in the applicable Permitted Currency in excess of the aggregate principal amount of the outstanding Advances (assuming that Advances have been made for any outstanding Purchase Commitments which have traded but not settled) is equal to 80% of the aggregate Financing Commitments. “Ramp-Up Period” means the period from and (iii) an amount such that including the Borrowing Base Test is satisfied after giving effect Original Closing Date to such Advance; provided thatbut excluding August 6, if the Company provides evidence to the Administrative Agent that it has cash from other sources that is available in accordance with the terms 2015. The proceeds of this Agreement to make any such future advances in respect of any Delayed Funding Term Loan or Revolving Loan, then the amount of any such Advance shall be reduced by the amount of such funds. After giving effect to such Advance, the Company shall cause the proceeds of such Advance and cash from other sources that is available in accordance with the terms of this Agreement in an amount equal to the aggregate amount of all unfunded obligations remaining in respect of any Delayed Funding Term Loans or Revolving Loans to be deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Collection Account and/or the GBP Unfunded Exposure Account, as applicable, and held as cash and Eligible Investments pending the funding acquisition of such future advances or until all commitments to make such future advances are terminated or expire or are irrevocably reduced to zero. For the avoidance of doubt, the amounts deposited in the Unfunded Exposure Account, the CAD Unfunded Exposure Account, the EUR Unfunded Exposure Account and/or the GBP Unfunded Exposure Account pursuant to this clause (f) shall not be used for any purpose other than as set forth in Section 8.01(h)additional Portfolio Investments. (g) Without limitation to clause (f) above, neither the Company nor the Permitted Subsidiary shall acquire any unfunded commitment under any Revolving Loan or Delayed Funding Term Loan unless, on a pro forma basis after giving effect to such purchase, the Borrowing Base Test, the Minimum Equity Test and item 5 of the Concentration Limitations will each be satisfied.