Common use of Lender Representation Clause in Contracts

Lender Representation. Each Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 BANK OF AMERICA, N.A. $8,800,000 REGIONS BANK $8,800,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 U.S. BANK NATIONAL ASSOCIATION $8,800,000 TOTAL $45,000,000 EXHIBIT 2.5(e) FORM OF NOTE $ New York, New York . 20 FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTURE, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of , at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (the “Lenders”) under the Credit Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”), in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) DOLLARS ($ ), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders to the Borrower pursuant to Section 2.1 of the Credit Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan.

Lender Representation. Each The Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each The Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 BANK OF AMERICA, N.A. $8,800,000 REGIONS BANK $8,800,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 U.S. BANK NATIONAL ASSOCIATION $8,800,000 TOTAL $45,000,000 EXHIBIT 2.5(e2.5(b) FORM OF NOTE $ New York, New York . 20 FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTUREINFRASTRUCTURE FUND, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of , at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders Lender (the “LendersLender”) under the Credit Loan Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”)hereinafter, in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) DOLLARS ($ ), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders Lender to the Borrower pursuant to Section 2.1 of the Credit Loan Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Loan Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Loan Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such the Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Eurodollar Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Loan Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan. This Note (a) is one of the Notes referred to in the Loan Agreement, dated as of August 6, 2021 (as amended, supplemented or otherwise modified from time to time, the “Loan Agreement”), between the Borrower and the Lender, (b) is subject to the provisions of the Loan Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Loan Agreement. Upon the occurrence of one or more Events of Default, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable, all as provided in the Loan Agreement. All parties now and hereafter liable with respect to this Note, whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive presentment, demand, protest and all other notices of any kind. Unless otherwise defined herein, terms defined in the Loan Agreement and used herein shall have the meanings given to them in the Loan Agreement. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK. XXXXX XXXXXXXX ENERGY INFRASTRUCTURE FUND, INC. By: Name: Title: Schedule A to Note LOANS AND REPAYMENTS OF LOANS DATE TYPE OF LOAN AMOUNT OF LOANS AMOUNT OF PRINCIPAL OF LOANS REPAID UNPAID PRINCIPAL BALANCE OF LOANS NOTATION MADE BY EXHIBIT 9.6(c) [Form of] ASSIGNMENT AND ACCEPTANCE Reference is made to the Loan Agreement (the “Loan Agreement”) dated as of August 6, 2021, between XXXXX XXXXXXXX ENERGY INFRASTRUCTURE FUND, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”) and SUMITOMO MITSUI BANKING CORPORATION (“SMBC” or the “Lender”).

Lender Representation. Each The Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each The Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 BANK OF AMERICA, N.A. $8,800,000 REGIONS BANK $8,800,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 U.S. BANK NATIONAL ASSOCIATION $8,800,000 TOTAL $45,000,000 EXHIBIT 2.5(e2.5(b) FORM OF NOTE $ New York, New York $__________________ _____ __. 20 20__ FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTUREINFRASTRUCTURE FUND, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of __________________________, at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders Lender (the “LendersLender”) under the Credit Loan Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”)hereinafter, in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) _________________ DOLLARS ($ $______), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders Lender to the Borrower pursuant to Section 2.1 of the Credit Loan Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Loan Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Loan Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such the Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Eurodollar Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Loan Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan.. This Note (a) is one of the Notes referred to in the Loan Agreement, dated as of August 6, 2021 (as amended, supplemented or otherwise modified from time to time, the “Loan Agreement”), between the Borrower and the Lender, (b) is subject to the provisions of the Loan Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Loan Agreement. Upon the occurrence of one or more Events of Default, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable, all as provided in the Loan Agreement. All parties now and hereafter liable with respect to this Note, whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive presentment, demand, protest and all other notices of any kind. Unless otherwise defined herein, terms defined in the Loan Agreement and used herein shall have the meanings given to them in the Loan Agreement. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK. XXXXX XXXXXXXX ENERGY INFRASTRUCTURE FUND, INC. By: Name: Title: Schedule A to Note LOANS AND REPAYMENTS OF LOANS DATE TYPE OF LOAN AMOUNT OF LOANS AMOUNT OF PRINCIPAL OF LOANS REPAID UNPAID PRINCIPAL BALANCE OF LOANS NOTATION MADE BY EXHIBIT 9.6(c)

Lender Representation. Each Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 $ 8,000,000 BANK OF AMERICA, N.A. $8,800,000 $ 7,800,000 CITIBANK, N.A. $ 7,800,000 REGIONS BANK $8,800,000 $ 7,800,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 $ 7,800,000 U.S. BANK NATIONAL ASSOCIATION $8,800,000 $ 7,800,000 STIFEL BANK & TRUST $ 3,000,000 TOTAL $45,000,000 50,000,000 EXHIBIT 2.5(e) FORM OF NOTE $ New York, New York . 20 FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTURE, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of , at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (the “Lenders”) under the Credit Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”), in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) DOLLARS ($ ), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders to the Borrower pursuant to Section 2.1 of the Credit Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan.. This Note (a) is one of the Notes referred to in the Fifth Amended and Restated Credit Agreement, dated as of February 25, 2022 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders and the Administrative Agent, (b) is subject to the provisions of the Credit Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Credit Agreement. Upon the occurrence of one or more Events of Default, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable, all as provided in the Credit Agreement. All parties now and hereafter liable with respect to this Note, whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive presentment, demand, protest and all other notices of any kind. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK. XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTURE, INC. By: Name: Title: Schedule A to Note LOANS AND REPAYMENTS OF LOANS DATE TYPE OF LOAN AMOUNT OF LOANS AMOUNT OF PRINCIPAL OF LOANS REPAID UNPAID PRINCIPAL BALANCE OF LOANS NOTATION MADE BY EXHIBIT 9.6(c)

Lender Representation. Each Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 37,000,000 BANK OF AMERICA, N.A. $8,800,000 34,500,000 REGIONS BANK $8,800,000 34,500,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 34,500,000 U.S. BANK NATIONAL ASSOCIATION $8,800,000 34,500,000 TOTAL $45,000,000 175,000,000 EXHIBIT 2.5(e) FORM OF NOTE $ New York, New York . 20 FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTUREINFRASTRUCTURE FUND, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of , at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (the “Lenders”) under the Credit Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”), in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) DOLLARS ($ ), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders to the Borrower pursuant to Section 2.1 of the Credit Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan.. This Note (a) is one of the Notes referred to in the Sixth Amended and Restated Credit Agreement, dated as of February 24, 2023 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders and the Administrative Agent, (b) is subject to the provisions of the Credit Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Credit Agreement. Upon the occurrence of one or more Events of Default, all amounts then remaining unpaid on this Note shall become, or may be declared to be, immediately due and payable, all as provided in the Credit Agreement. All parties now and hereafter liable with respect to this Note, whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive presentment, demand, protest and all other notices of any kind. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK. XXXXX XXXXXXXX ENERGY INFRASTRUCTURE FUND, INC. By: Name: Title: Schedule A to Note LOANS AND REPAYMENTS OF LOANS DATE TYPE OF LOAN AMOUNT OF LOANS AMOUNT OF PRINCIPAL OF LOANS REPAID UNPAID PRINCIPAL BALANCE OF LOANS NOTATION MADE BY EXHIBIT 9.6(c)

Lender Representation. Each Lender hereby represents and warrants to the Borrower that it is an Eligible Lender. Each Lender will promptly notify the Borrower and the Administrative Agent if it is no longer an Eligible Lender. SCHEDULE I COMMITMENTS Name of Xxxxxx Xxxxxx Lender Amount of Commitment JPMORGAN CHASE BANK, N.A. $9,800,000 $ 34,000,000 BANK OF AMERICA, N.A. $8,800,000 REGIONS BANK $8,800,000 $ 32,125,000 CITIBANK, N.A. $ 32,125,000 SUMITOMO MITSUI BANKING CORPORATION $8,800,000 U.S. BANK $ 32,125,000 XXXXX FARGO BANK, NATIONAL ASSOCIATION $8,800,000 $ 32,125,000 STIFEL BANK & TRUST $ 7,500,000 TOTAL $45,000,000 $ 170,000,000 EXHIBIT 2.5(e) FORM OF NOTE $ New York, New York $__________________ _____ __. 20 20__ FOR VALUE RECEIVED, XXXXX XXXXXXXX NEXTGEN ENERGY & INFRASTRUCTUREINFRASTRUCTURE FUND, INC., a Maryland corporation, registered as a closed-end management investment company under the Investment Company Act of 1940 (the “Borrower”), hereby unconditionally promises to pay to the order of __________________________, at the office of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (the “Lenders”) under the Credit Agreement, as hereinafter defined (in such capacity, the “Administrative Agent”), in lawful money of the United States of America and in immediately available funds, on the Maturity Date the principal amount of (a) )______________ DOLLARS ($ $______________ ), or, if less (b) the aggregate unpaid principal amount of all Loans made by the Lenders to the Borrower pursuant to Section 2.1 of the Credit Agreement, as hereinafter defined. The undersigned further agrees to pay interest in like money at such office on the unpaid principal amount hereof from time to time from the Closing Date at the applicable rates per annum set forth in Section 2.7 of the Credit Agreement referred to below until any such amount shall become due and payable (whether at the stated maturity, by acceleration or otherwise), and thereafter on such overdue amount at the rate per annum set forth in Section 2.7(c) of the Credit Agreement until paid in full (both before and after judgment). Interest shall be payable in arrears on each applicable Interest Payment Date, commencing on the first such date to occur after the date hereof and terminating upon payment (including prepayment) in full of the unpaid principal amount hereof; provided that interest accruing on any overdue amount shall be payable on demand. The holder of this Note is authorized to endorse on the schedule annexed hereto and made a part hereof the date, Type and amount of each Loan made by such Lender to the Borrower, each continuation thereof, each conversion of all or a portion thereof to another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of Term Benchmark Eurodollar Loans, the length of each Interest Period with respect thereto, in each case pursuant to the Credit Agreement. Each such endorsement shall constitute prima facie evidence of the accuracy of the information endorsed. The failure to make any such endorsement shall not affect the obligations of the Borrower in respect of such Loan. This Note (a) is one of the Notes referred to in the Fourth Amended and Restated Credit Agreement, dated as of February 8, 2021 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders and the Administrative Agent, (b) is subject to the provisions of the Credit Agreement and (c) is subject to optional and mandatory prepayment in whole or in part as provided in the Credit Agreement.