Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security shall contain, or be accompanied by, the following notices: The Securities may be beneficially owned only by Persons that are (a) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Securities, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Securities; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 10 contracts
Samples: Indenture and Security Agreement (Blue Owl Capital Corp), Indenture and Security Agreement (Blue Owl Technology Finance Corp.), Indenture and Security Agreement (Blue Owl Capital Corp)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security shall contain, or be accompanied by, the following notices: The Securities may be beneficially owned only by Persons that are (a) both (i) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S and (ii) Qualified Purchasers or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Securities, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the this Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Securities; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 6 contracts
Samples: Indenture and Security Agreement (Blue Owl Technology Finance Corp. II), Indenture (Blue Owl Credit Income Corp.), Indenture (Blue Owl Credit Income Corp.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security shall contain, or be accompanied by, the following notices: The Securities may be beneficially owned only by Persons that are (a) both (i) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S and (ii) Qualified Purchasers or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Securities, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the this Indenture in the case of the Secured Notes Debt or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Securities; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 5 contracts
Samples: Indenture and Security Agreement (Blue Owl Credit Income Corp.), Indenture and Security Agreement (Blue Owl Credit Income Corp.), Indenture and Security Agreement (Owl Rock Core Income Corp.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: The Securities Notes may be beneficially owned only by Persons that are (a) (i) are Qualified Purchasers who are not “U.S. Persons” persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) outside of the United States or (ii) are Qualified Institutional Buyers or Institutional Accredited Investors and, in reliance on Regulation S or either case, are Qualified Purchasers and (b) can make the representations set forth in Section 2.5 of the Indenture or the appropriate Exhibit to the Indenture. Beneficial ownership interests in the Rule 144A Global Secured Notes may be transferred only to a Person that is both (i) a Qualified Institutional Buyers Buyer and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser)Purchaser and that can make the representations referred to in clause (b) of the preceding sentence. The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Rule 144A Global Secured Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction DocumentsIndenture.
Appears in 4 contracts
Samples: Indenture (KCAP Financial, Inc.), Indenture (TICC Capital Corp.), Indenture (TICC Capital Corp.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: “The Securities Notes may be beneficially owned only by Persons that are (a) Persons that are not “U.S. Personspersons” (as defined in Regulation S) outside of the United States and are purchasing their beneficial interest in an offshore transaction in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers or, solely in the case of Notes issued as Certificated Notes, Institutional Accredited Investors and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) of which each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 2.11 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Indenture.” “Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents this Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction DocumentsIndenture.”
Appears in 2 contracts
Samples: Indenture and Security Agreement (Silver Point Specialty Lending Fund), Indenture and Security Agreement (Silver Point Specialty Lending Fund)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security shall contain, or be accompanied by, the following notices: The Securities may be beneficially owned only by Persons that are (a) not “"U.S. Persons” " (as defined in Regulation S) outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Securities, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Securities; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 2 contracts
Samples: Indenture and Security Agreement (Owl Rock Capital Corp), Indenture and Security Agreement (Owl Rock Capital Corp)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: The Securities Notes may be beneficially owned only by Persons that are (a) Qualified Purchasers that are not “U.S. Personspersons” (as defined in Regulation S) and are purchasing their beneficial interest outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers or, solely in the case of Notes issued as Certificated Notes, Institutional Accredited Investors and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 2.11 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred SharesIndenture. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction DocumentsIndenture.
Appears in 2 contracts
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Secured Debt or Subordinated Securities shall contain, or be accompanied by, the following notices: The Securities Notes may be beneficially owned only by Persons that are (a) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Rule 144A Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Sharesthis Indenture. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents this Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction Documentsthis Indenture.
Appears in 2 contracts
Samples: Supplemental Indenture (Owl Rock Capital Corp), Indenture and Security Agreement (Owl Rock Capital Corp)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Debt shall contain, or be accompanied by, the following notices: The Securities Debt may be beneficially owned only by Persons that are (a) solely in the case of the Secured Notes, both (i) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S and (ii) Qualified Purchasers or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser or (b) both (i) Qualified Institutional Buyers or Institutional Accredited Investors and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Debt that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesDebt, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the this Indenture in the case of the Secured Notes Debt or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesDebt; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Debt that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities Debt and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 1 contract
Samples: Indenture and Security Agreement (Blue Owl Capital Corp III)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: “The Securities Notes may be beneficially owned only by Persons that are (a) Persons that are not “U.S. Personspersons” (as defined in Regulation S) and are purchasing their beneficial interest outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers or, solely in the case of Notes issued as Certificated Notes, Institutional Accredited Investors and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) of which each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 2.11 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Indenture.” “Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents this Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction DocumentsIndenture.”
Appears in 1 contract
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Debt shall contain, or be accompanied by, the following notices: The Securities Debt may be beneficially owned only by Persons that are (a) both (i) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S and (ii) Qualified Purchasers or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Debt that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesDebt, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the this Indenture in the case of the Secured Notes Debt or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesDebt; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Debt that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities Debt and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 1 contract
Samples: Indenture and Security Agreement (Blue Owl Credit Income Corp.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: The Securities Secured Debt may be beneficially owned only by Persons that are (ai) not “U.S. Persons” persons (within the meaning of Regulation S under the United States Securities Act of 1933, as amended) and are purchasing their beneficial interest in an offshore transaction (as defined in Regulation S) outside of the United States in reliance on Regulation S or (bii) both are Qualified Institutional Buyers or Institutional Accredited Investors and, that in the case of each of clause (i) Qualified Institutional Buyers and (ii) are Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares2.11. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesSecured Debt; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Secured Debt that is permitted by the terms of the Transaction Documents this Indenture to acquire such holderxxxxxx’s Securities Secured Debt and that agrees to keep such information confidential in accordance with the terms of the Transaction Documentsthis Indenture.
Appears in 1 contract
Samples: AG Twin Brook Capital Income Fund
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security shall contain, or be accompanied by, the following notices: The Securities may be beneficially owned only by Persons that are (a) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than -178- trusts) each shareholder, partner, member or other equity owner of which is a Qualified Purchaser). The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Securities, or may sell such interest on behalf of such owner, pursuant to Section 2.12 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the Securities; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities that is permitted by the terms of the Transaction Documents to acquire such holder’s Securities and that agrees to keep such information confidential in accordance with the terms of the Transaction Documents.
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Technology Finance Corp.)
Required Content of Certain Reports. Each Monthly Report and each Distribution Report sent to any Holder or beneficial owner of an interest in a Security Note shall contain, or be accompanied by, the following notices: “The Securities Notes may be beneficially owned only by Persons that are (a) not “U.S. Persons” (as defined in Regulation S) outside of the United States in reliance on Regulation S or (b) both (i) Qualified Institutional Buyers and (ii) Qualified Purchasers (or corporations, partnerships, limited liability companies or other entities (other than trusts) of which each shareholder, partner, member or other equity owner of which is either a Qualified Purchaser)Purchaser and (a) in the case of the Secured Notes only, Persons that are not “U.S. persons” (as defined in Regulation S) and are purchasing their beneficial interest outside of the United States in reliance on Regulation S or (b) Qualified Institutional Buyers or, solely in the case of Notes issued as Certificated Notes, Institutional Accredited Investors. The Applicable Issuer has the right to compel any beneficial owner of an interest in the Securities Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such SecuritiesNotes, or may sell such interest on behalf of such owner, pursuant to Section 2.12 2.11 of the Indenture in the case of the Secured Notes or pursuant to Section 2.6 of the Fiscal Agency Agreement in the case of the Preferred Shares. Indenture.” “Each holder receiving this report agrees to keep all non-public information herein confidential and not to use such information for any purpose other than its evaluation of its investment in the SecuritiesNotes; provided that any holder may provide such information on a confidential basis to any prospective purchaser of such holder’s Securities Notes that is permitted by the terms of the Transaction Documents this Indenture to acquire such holder’s Securities Notes and that agrees to keep such information confidential in accordance with the terms of the Transaction DocumentsIndenture.”
Appears in 1 contract
Samples: Indenture and Security Agreement (PennantPark Floating Rate Capital Ltd.)