Common use of Non-Covered Costs Clause in Contracts

Non-Covered Costs. Other than those expenses specifically allocated to the Investment Manager in Section 3.1, the Company will bear all costs and expenses of its operations and transactions, including those relating to: (a) organizational expenses of the Company; (b) fees and expenses, including reasonable travel expenses, actually incurred by the Investment Manager or payable to third parties related to the investments of the Company, including, among others, professional fees (including the fees and expenses of counsel, consultants and experts) and fees and expenses relating to, or associated with, evaluating, monitoring, researching and performing due diligence on investments and prospective investments (including payments to third party vendors for financial information services); (c) out-of-pocket fees and expenses, including reasonable travel expenses, actually incurred by the Investment Manager or payable to third parties related to the provision of managerial assistance to those portfolio companies of the Company that the Company agrees to provide such services to under the Investment Company Act (exclusive of the compensation of any investment professionals of the Investment Manager); (d) interest or other costs associated with debt, if any, incurred to finance the Company’s business; (e) fees and expenses incurred by the Company in connection with the Company’s membership in investment company organizations; (f) brokers’ commissions; (g) investment advisory and management fees; (h) fees and expenses associated with calculating the Company’s net asset value (including the costs and expenses of any independent valuation firm); (i) fees and expenses relating to offerings of the Company’s common stock and other securities; (j) legal, auditing or accounting expenses; (k) federal, state and local taxes and other governmental fees; (l) the fees and expenses of the administrator (together with any successor administrator, the “Administrator”) and any sub-administrator to the Company, the Company’s transfer agent or sub-transfer agent, and any other amounts payable under the administration agreement to be entered into by and between the Company and the Administrator concurrent herewith (the “Administration Agreement”), or any similar administration agreement or sub-administration agreement to which the Company may become a party; (m) the cost of preparing stock certificates or any other expenses, including clerical expenses of issue, redemption or repurchase of securities of the Company; (n) the expenses of and fees for registering or qualifying shares of the Company for sale and of maintaining the registration of the Company and registering the Company as a broker or a dealer; (o) the fees and expenses of the directors of the Company who are not interested persons (as defined in the Investment Company Act); (p) the cost of preparing and distributing reports, proxy statements and notices to shareholders, the Securities and Exchange Commission (“SEC”) and other governmental or regulatory authorities; (q) costs of holding shareholder meetings; (r) listing fees; (s) the fees or disbursements of custodians of the Company’s assets, including expenses incurred in the performance of any obligations enumerated by the certificate of incorporation or bylaws of the Company insofar as they govern agreements with any such custodian; (t) any amounts payable under the Company’s agreement with the Administrator; (u) the Company’s allocable portion of the costs associated with maintaining any computer software, hardware or information technology services (including information systems, Bloomberg or similar terminals, cybersecurity and related consultants and email retention) that are used by the Company or by the Investment Manager, the Administrator or their respective affiliates on behalf of the Company (which allocable portion shall exclude any such costs related to investment professionals of the Investment Manager providing services to the Company hereunder); (v) the Company’s allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums; (w) direct costs and expenses incurred by the Company, the Investment Manager or the Administrator in connection with the performance of administrative services on behalf of the Company, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, independent auditors and outside legal costs; (x) all other expenses incurred by the Company, the Investment Manager or the Administrator in connection with administering the Company’s business (including payments under the Administration Agreement based upon the Company’s allocable portion of the Administrator’s overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs (including reasonable travel expenses); and (y) costs incurred by the Company in connection with any claim, litigation, arbitration, mediation, government investigation or dispute in connection with the business of the Company and the amount of any judgment or settlement paid in connection therewith, or the enforcement of the Company’s rights against any person and indemnification or contribution expenses payable by the Company to any person and other extraordinary expenses of the Company not incurred in the ordinary course of the Company’s business.

Non-Covered Costs. Other than those expenses specifically allocated to the Investment Manager in Section 3.1, the Company will bear all costs and expenses of its operations and transactions, including those relating to: (a) organizational expenses of the Company; (b) fees and expenses, including reasonable travel expenses, actually incurred by the Investment Manager or payable to third parties related to the investments of the Company, including, among others, professional fees (including the fees and expenses of counsel, consultants and experts) and fees and expenses relating to, or associated with, evaluating, monitoring, researching and performing due diligence on investments and prospective investments (including payments to third party vendors for financial information services); (c) out-of-pocket fees and expenses, including reasonable travel expenses, actually incurred by the Investment Manager or payable to third parties related to the provision of managerial assistance to those portfolio companies of the Company that the Company agrees to provide such services to under the Investment Company Act (exclusive of the compensation of any investment professionals of the Investment Manager); (d) interest or other costs associated with debt, if any, incurred to finance the Company’s 's business; (e) fees and expenses incurred by the Company in connection with the Company’s 's membership in investment company organizations; (f) brokers’ ' commissions; (g) investment advisory and management fees; (h) fees and expenses associated with calculating the Company’s 's net asset value (including the costs and expenses of any independent valuation firm); (i) fees and expenses relating to offerings of the Company’s 's common stock and other securities; (j) legal, auditing or accounting expenses; (k) federal, state and local taxes and other governmental fees; (l) the fees and expenses of the administrator (together with any successor administrator, the “"Administrator”") and any sub-administrator to the Company, the Company’s 's transfer agent or sub-transfer agent, and any other amounts payable under the administration agreement to be entered into by and between the Company and the Administrator concurrent herewith (the “"Administration Agreement”"), or any similar administration agreement or sub-administration agreement to which the Company may become a party; (m) the cost of preparing stock certificates or any other expenses, including clerical expenses of issue, redemption or repurchase of securities of the Company; (n) the expenses of and fees for registering or qualifying shares of the Company for sale and of maintaining the registration of the Company and registering the Company as a broker or a dealer; (o) the fees and expenses of the directors of the Company who are not interested persons (as defined in the Investment Company Act); (p) the cost of preparing and distributing reports, proxy statements and notices to shareholders, the Securities and Exchange Commission (“"SEC”") and other governmental or regulatory authorities; (q) costs of holding shareholder meetings; (r) listing fees; (s) the fees or disbursements of custodians of the Company’s 's assets, including expenses incurred in the performance of any obligations enumerated by the certificate of incorporation or bylaws of the Company insofar as they govern agreements with any such custodian; (t) any amounts payable under the Company’s 's agreement with the Administrator; (u) the Company’s 's allocable portion of the costs associated with maintaining any computer software, hardware or information technology services (including information systems, Bloomberg or similar terminals, cybersecurity and related consultants and email retention) that are used by the Company or by the Investment Manager, the Administrator or their respective affiliates on behalf of the Company (which allocable portion shall exclude any such costs related to investment professionals of the Investment Manager providing services to the Company hereunder); (v) the Company’s 's allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums; (w) direct costs and expenses incurred by the Company, the Investment Manager or the Administrator in connection with the performance of administrative services on behalf of the Company, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, independent auditors and outside legal costs; (x) all other expenses incurred by the Company, the Investment Manager or the Administrator in connection with administering the Company’s 's business (including payments under the Administration Agreement based upon the Company’s 's allocable portion of the Administrator’s 's overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s 's Chief Financial Officer and Chief Compliance Officer and their respective staffs (including reasonable travel expenses); and (y) costs incurred by the Company in connection with any claim, litigation, arbitration, mediation, government investigation or dispute in connection with the business of the Company and the amount of any judgment or settlement paid in connection therewith, or the enforcement of the Company’s 's rights against any person and indemnification or contribution expenses payable by the Company to any person and other extraordinary expenses of the Company not incurred in the ordinary course of the Company’s 's business.