Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager shall cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall deliver a draft of each such report to the Portfolio Manager and the Portfolio Manager shall review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio Manager, the Portfolio Manager shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 4 contracts
Samples: Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC), Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC), Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC)
Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager Servicer shall cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 3 contracts
Samples: Loan and Security Agreement (TCG BDC II, Inc.), Loan and Security Agreement (TCG BDC II, Inc.), Loan and Security Agreement (TCG BDC II, Inc.)
Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank Trust Company, National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager shall cooperate with the Collateral Administrator in connection with the matters preparation of the reports described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall deliver a draft of each such report to the Portfolio Manager and the Portfolio Manager shall have an opportunity to review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio Manager, the Portfolio Manager shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 2 contracts
Samples: Loan and Security Agreement (Franklin BSP Capital Corp), Loan and Security Agreement (Franklin BSP Lending Corp)
Reports by the Collateral Administrator. The Company hereby appoints U.S. State Street Bank National Association and Trust Company as Collateral Administrator and directs the Collateral Administrator to prepare daily reports in respect of the composition of the Collateral (including cash accounts, reconciliations, and trading activity), monthly reports in respect of the Collateral and related calculations determined as of the last calendar day of the relevant month, in each case, substantially in the form reasonably agreed by the Companyattached as Exhibit D hereto, and based upon information provided to the Collateral Administrator by the Administrative Agent and the Administrative AgentServicer. Without limitation Each such monthly report shall be provided to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, Servicer and the Collateral Administrator shall provide Lenders on or prior to the Administrative Agent a copy 10th Business Day of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Ratecalendar month following each relevant month. The Company and the Portfolio Manager Servicer shall use all reasonable efforts to cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. If the Collateral Administrator receives written notice from the Servicer of any modification to the Industry Classifications as set forth in the definition of such term, it shall utilize such revised Industry Classifications in connection with all applicable calculations included in the reports. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reportsreports and upon verification the Collateral Administrator shall make such report available to the Administrative Agent and the Lenders. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder, in each case, to the extent such information is available to the Servicer. In addition, the Administrative Agent agrees to supply in a timely fashion any determinations made by it relating to the Portfolio Investments, the Advances and the Commitments, including but not limited to the Initial Market Value, Current Market Value and the interest rate at which the Advances accrue. Notwithstanding any obligation set forth in this Section 9.02(g), no Person shall be deemed to have breached its obligations under this Section 9.02(g) to the extent it is subject to a confidentiality obligation that prevents it from fulfilling its obligations herein.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank Trust Company, National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager shall cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager and the Portfolio Manager shall review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio Manager, the Portfolio Manager shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 1 contract
Samples: Loan and Security Agreement (Portman Ridge Finance Corp)
Reports by the Collateral Administrator. The Company hereby appoints U.S. State Street Bank National Association and Trust Company as Collateral Administrator and directs the Collateral Administrator to prepare daily reports in respect of the composition of the Collateral (including cash accounts, reconciliations, and trading activity), monthly reports in respect of the Collateral and related calculations determined as of the last calendar day of the relevant month, in each case, substantially in the form reasonably agreed by the Companyattached as Exhibit D hereto, and based upon information provided to the Collateral Administrator by the Administrative Agent and the Administrative AgentServicer. Without limitation Each such monthly report shall be provided to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, Servicer and the Collateral Administrator shall provide Lenders on or prior to the Administrative Agent a copy 10th Business Day of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Ratecalendar month following each relevant month. The Company and the Portfolio Manager Servicer shall use all reasonable efforts to cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. If the Collateral Administrator receives written notice from the Servicer of any modification to the Industry Classifications as set forth in the definition of such term, it shall utilize such revised Industry Classifications in connection with all applicable calculations included in the reports. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reportsreports and upon verification the Collateral Administrator shall - 91 - make such report available to the Administrative Agent and the Lenders. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder, in each case, to the extent such information is available to the Servicer. In addition, the Administrative Agent agrees to supply in a timely fashion any determinations made by it relating to the Portfolio Investments, the Advances and the Commitments, including but not limited to the Initial Market Value, Current Market Value and the interest rate at which the Advances accrue. Notwithstanding any obligation set forth in this Section 9.02(g), no Person shall be deemed to have breached its obligations under this Section 9.02(g) to the extent it is subject to a confidentiality obligation that prevents it from fulfilling its obligations herein.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager shall cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager and the Portfolio Manager shall review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio Manager, the Portfolio Manager shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 1 contract
Samples: Loan and Security Agreement (Portman Ridge Finance Corp)
Reports by the Collateral Administrator. The Company hereby appoints U.S. Bank Trust Company, National Association as Collateral Administrator and directs the Collateral Administrator to prepare the reports substantially in the form reasonably agreed by the Company, the Collateral Administrator and the Administrative Agent. Without limitation to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, the Collateral Administrator shall provide to the Administrative Agent a copy of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Rate. The Company and the Portfolio Manager Servicer shall cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reports. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder.
Appears in 1 contract
Samples: Loan and Security Agreement (Carlyle Credit Solutions, Inc.)
Reports by the Collateral Administrator. The Company hereby appoints U.S. State Street Bank National Association and Trust Company as Collateral Administrator and directs the Collateral Administrator to prepare daily reports in respect of the composition of the Collateral (including cash accounts, reconciliations, and trading activity), monthly reports in respect of the Collateral and related calculations determined as of the last calendar day of the relevant month, in each case, substantially in the form reasonably agreed by the Companyattached as Exhibit D hereto, and based upon information provided to the Collateral Administrator by the Administrative Agent and the Administrative AgentServicer. Without limitation Each such monthly report shall be provided to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, Servicer and the Collateral Administrator shall provide Lenders on or prior to the Administrative Agent a copy 10th Business Day of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Ratecalendar month following each relevant month. The Company and the Portfolio Manager Servicer shall use all reasonable efforts to cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. If the Collateral Administrator receives written notice from the Servicer of any modification to the Industry Classifications as set forth in the definition of such term, it shall utilize such revised Industry Classifications in connection with all applicable calculations included in the reports. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reportsreports and upon verification the Collateral Administrator shall - 104 - make such report available to the Administrative Agent and the Lenders. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder, in each case, to the extent such information is available to the Servicer. In addition, the Administrative Agent agrees to supply in a timely fashion any determinations made by it relating to the Portfolio Investments, the Advances and the Commitments, including but not limited to the Initial Market Value, Current Market Value and the interest rate at which the Advances accrue. Notwithstanding any obligation set forth in this Section 9.02(g), no Person shall be deemed to have breached its obligations under this Section 9.02(g) to the extent it is subject to a confidentiality obligation that prevents it from fulfilling its obligations herein.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Reports by the Collateral Administrator. The Company hereby appoints U.S. State Street Bank National Association and Trust Company as Collateral Administrator and directs the Collateral Administrator to prepare daily reports in respect of the composition of the Collateral (including cash accounts, reconciliations, and trading activity), monthly reports in respect of the Collateral and related calculations determined as of the last calendar day of the relevant month, in each case, substantially in the form reasonably agreed by the Companyattached as Exhibit D hereto, and based upon information provided to the Collateral Administrator by the Administrative Agent and the Administrative AgentServicer. Without limitation Each such monthly report shall be provided to the foregoing, upon the written request (including via email) of the Administrative Agent, which may be in the form of a standing request, Servicer and the Collateral Administrator shall provide Lenders on or prior to the Administrative Agent a copy 10th Business Day of the most recent notice memo, distribution report or similar notice or report received by it in respect of any Portfolio Investment(s) identified by the Administrative Agent as soon as reasonably practicable after such request is made by the Administrative Agent (or, if such request is a standing request, as soon as reasonably practicable after such notice or report is received); provided that failure by the Collateral Agent to provide such copies shall not affect any of the rights of the Company or the Portfolio Manager under this Agreement or the eligibility of any Portfolio Investment. All information reported with respect to (i) an individual Portfolio Investment shall be reported in the related Eligible Currency and (ii) calculations, tests or other determinations requiring the aggregation of Portfolio Investments or other Collateral (or groups thereof), shall be reported in USD based upon the Spot Ratecalendar month following each relevant month. The Company and the Portfolio Manager Servicer shall use all reasonable efforts to cooperate with the Collateral Administrator in connection with the matters described herein, including calculations relating to the reports contemplated herein or as otherwise reasonably requested hereunder. Without limiting the generality of the foregoing, the Portfolio Manager Servicer shall supply in a timely fashion any determinations, designations, classifications or selections made by it relating to a Portfolio Investment, including in connection with the acquisition or disposition thereof, and any information maintained by it relating thereto, in each case that the Collateral Administrator may from time to time reasonably request with respect to the Portfolio Investment and reasonably need to complete the reports required to be prepared by the Collateral Administrator hereunder or reasonably require required to permit the Collateral Administrator to perform its obligations hereunder. If the Collateral Administrator receives written notice from the Servicer of any modification to the Industry Classifications as set forth in the definition of such term, it shall utilize such revised Industry Classifications in connection with all applicable calculations included in the reports. The Collateral Administrator shall endeavor to deliver a draft of each such report to the Portfolio Manager Servicer and the Portfolio Manager Servicer shall review, verify and approve the contents of the aforesaid reportsreports and upon verification the Collateral Administrator shall make such report available to the Administrative Agent and the Lenders. To the extent any of the information in such reports conflicts with data or calculations in the records of the Portfolio ManagerServicer, the Portfolio Manager Servicer shall notify the Collateral Administrator of such discrepancy and use reasonable efforts to assist the Collateral Administrator in reconciling such discrepancy. Upon reasonable request by the Collateral Administrator, the Portfolio Manager Servicer further agrees to provide to the Collateral Administrator from time to time during the term of this Agreement, on a timely basis, any information relating to the Portfolio Investments and any proposed purchases, sales or other dispositions thereof as to enable the Collateral Administrator to perform its duties hereunder, in each case, to the extent such information is available to the Servicer. In addition, the Administrative Agent agrees to supply in a timely fashion any determinations made by it relating to the Portfolio Investments, the Advances and the Commitments, including but not limited to the Initial Market Value, Current Market Value and the interest rate at which the Advances accrue. - 82 - Notwithstanding any obligation set forth in this Section 9.02(g), no Person shall be deemed to have breached its obligations under this Section 9.02(g) to the extent it is subject to a confidentiality obligation that prevents it from fulfilling its obligations herein.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)