Common use of Scheduled Testing of Values Clause in Contracts

Scheduled Testing of Values. (A) Each February 28, April 30, July 31 and October 31 of each calendar year, commencing on October 31, 2018 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (Ai) Each February 28, April 30, July 31 and October 31 On a specific date to be determined following the end of each calendar year, commencing on October 31, 2018 (or such other dates as are fiscal quarter to be reasonably agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quartercase within thirty (30) days prior to the last day of any fiscal quarter (each such date, each a “Valuation Testing Date”), the Administrative Agent Agent, through an independent valuation provider selected by the Administrative Agent (the “Independent Valuation Provider Provider”), will test the values as of such Valuation Testing Date determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate . The fair value of such Unquoted Portfolio Investments tested on as of any Valuation Testing Date will shall be equal to or greater than the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (Bii) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (iA) an amount equal to (y1) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z2) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (iiB) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing DateDate (or, if clause (B) applies, 10%, or as near thereto as reasonably practicable). (Ciii) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined by the Borrower pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1A) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider and (B) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (B) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Providershall not be applicable), then the value for such Unquoted Portfolio Investment determined by the Borrower in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined by the Borrower pursuant to Section 5.12(a)(ii5.12(b)(ii) is more greater than the lesser of the values set forth in clause (C)(1iii)(A) and (2B) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (y) shall not be applicable) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any Any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(c) or Section 5.12(a)(iv5.12(d) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed required to be used by the Borrower for any other purposes, including, without limitation, the delivery of financial statements or determinations of the fair value of such any asset as required under ASC 820, for purposes of the Borrower’s financial statements Accounting Standards Codification 820 and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28As of March 31, April June 30, July 31 September 30 and October December 31 of each calendar year, commencing on October 31, 2018 year (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause clauses (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become be the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” Value of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements 820 and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28March 31, April June 30, July 31 September 30 and October December 31 of each calendar year, commencing on October 31, 2018 year (or such other quarterly dates as are reasonably agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), ) the Administrative Agent through an independent valuation provider selected by the Administrative Agent in its reasonable discretion (the “Independent Valuation Provider Provider”) will test the values as of such Valuation Testing Date determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate . The fair value of such Unquoted Portfolio Investments tested on as of any Valuation Testing Date will shall be at least equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For ; provided, however, in no event shall more than 25% of the avoidance aggregate value of doubt, the Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii)tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing DateBase. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (1) shall not be applicable) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more greater than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (y) shall not be applicable) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31 and October 31 of each calendar year, commencing on October 31, 2018 (or such other quarterly dates as are reasonably agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quartercommencing on October 31, 2012 (each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values Values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; providedprovided that, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be at least equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) , of the aggregate value of the Unquoted Portfolio Investments (other than American Capital, LLC and its Subsidiaries), based on Value, in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing DateBase. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become be the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.or

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31as of April 30, 2018 2013 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become be the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements 820 and the Investment Company Act.

Scheduled Testing of Values. (Ai) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2024 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (Bii) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in [[6423235v.9]] the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (Ciii) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31as of April 30, 2018 2013 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation ProviderProvider , then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become be the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements 820 and the Investment Company Act.

Scheduled Testing of Values. (A) Each A)Each February 28, April 30, July 31 and October 31 of each calendar year, commencing on October 31, 2018 2014 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Portfolio Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). . (B) For B)For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by 65 the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28March 31, April June 30, July 31 September 30 and October December 31 of each calendar year, commencing on October 31, 2018 (or such other quarterly dates as are reasonably agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), ) the Administrative Agent through an independent valuation provider selected by the Administrative Agent in its reasonable discretion (the “Independent Valuation Provider Provider”) will test the values as of such Valuation Testing Date determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate . The fair value of such Unquoted Portfolio Investments tested on as of any Valuation Testing Date will shall be at least equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For ; provided, however, in no event shall more than 25% of the avoidance aggregate value of doubt, the Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii)tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing DateBase. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (1) shall not be applicable) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more greater than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (y) shall not be applicable) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2021 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31April 30, 2018 2022 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31 and October 31 of each calendar year, commencing on October 31April 30, 2018 2016 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio 65 #4841-8625-7971v16 Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Portfolio Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10approximately 25% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall be continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31, 2018 2012 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation ProviderProvider , then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become be the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements 820 and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2020 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, quarter each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2014 (or such other dates as are agreed to by the Borrower and the Administrative AgentApplicable Agent (as defined below), but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the administrative agent under the Revolving Credit Facility or, if no Revolving Credit Facility is then outstanding, the Administrative Agent (the “Applicable Agent”) through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Applicable Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). The Applicable Agent shall, to the extent permitted under the terms of its engagement with the Independent Valuation Provider, promptly provide to the Borrower and to the agent for any holder of Permitted Indebtedness as directed by the Borrower copies of all reports prepared pursuant to this Section 5.12(b)(iii) by the Independent Valuation Provider, it being understood that such reports will be provided without representation or warranty and may not be relied upon by an such Person. (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: of (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause clauses (C)(1) and (2) above (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act. (D) If the Applicable Agent shall fail to determine the value of any Portfolio Investment as at any date pursuant to this Section 5.12(b)(iii), no Default or Event of Default shall occur hereunder, and the “Value” of the Portfolio Investments shall be determined in accordance with Section 5.12(b)(ii).

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31, 2018 2013 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). The Administrative Agent shall, to the extent permitted under the terms of its engagement with the Independent Valuation Provider, promptly provide to the Borrower and to the agent for any holder of Permitted Indebtedness as directed by the Borrower copies of all reports prepared pursuant to this Section 5.12(b)(iii) by the Independent Valuation Provider, it being understood that such reports will be provided without representation or warranty and may not be relied upon by an such Person. (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.”

Scheduled Testing of Values. (Ai) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2023 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (Bii) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (Ciii) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted [[60787996351539]] Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) 5.12.2.3.1. Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2024 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of [[6408684]] BUSINESS.31771526.2 doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) 5.12.2.3.2. For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) 5.12.2.3.3. With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31April 30, 2018 2023 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2022 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) i. Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2021 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) ii. For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) iii. With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii) or Section 5.12(a)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.[[DMS:5463132v3:06/29/2020--06:10 PM]] [[5531905v.2]]

Scheduled Testing of Values. (A) Each February 28, April 30, July 31 and October 31 of each calendar year, commencing on October 31, 2018 2014 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Portfolio Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall be continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) 5.12.2.3.1. Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31April 30, 2018 2023 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) 5.12.2.3.2. For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) 5.12.2.3.3. With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted [[60731336359722]] Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October 31, 2018 2013 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an Independent Valuation Provider will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Portfolio Investments tested on any Valuation Testing Date will be equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Portfolio Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. (C) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Portfolio Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall be continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(b)(iii) or Section 5.12(a)(iv5.12(b)(iv) shall be used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed to be the fair value of such asset as required under ASC 820, for purposes of the Borrower’s financial statements and the Investment Company Act.

Scheduled Testing of Values. (A) Each February 28, April 30, July 31, October 31 and October 31 February 28 of each calendar year, commencing on October July 31, 2018 2023 (or such other dates as are agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quarter, each a “Valuation Testing Date”), the Administrative Agent through an independent valuation provider selected by the Administrative Agent and reasonably acceptable to the Borrower (the “Independent Valuation Provider Provider”) will test the values determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate fair value of such Unquoted Investments tested on any Valuation Testing Date will be approximately equal to the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base as of a Valuation Testing Date (the “Applicable Valuation Testing Date”) shall not be subject to testing under this Section 5.12(a)(iii5.12(b)(iii). (B) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (i) an amount equal to (y) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (ii) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date); provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments included in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing Date. If the Value of the Unquoted Investments included in the Borrowing Base is less than the “Tested Amount” as calculated in the immediately preceding sentence, then the “Tested Amount” shall equal the Value of such Unquoted Investments. (C) With respect to any Unquoted Investment, if the value of such Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider, then the value for such Unquoted Investment determined in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Investment determined pursuant to Section 5.12(a)(ii5.12(b)(ii) is more than the lesser of the values set forth in clause (C)(1) and (2) (to the extent applicable), then for such Unquoted Investment, the “Value” for purposes of this Agreement shall become the lesser least of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent percentage of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Investment is customarily quoted as a percentage of par) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For ; provided that, if a Portfolio Investment (including, for the avoidance of doubt, any values determined by a Participation Interest) is acquired during a fiscal quarter and until such time as the Independent Valuation Provider Value is obtained with respect to such Portfolio Investment pursuant to this Section 5.12(a)(iii5.12(b)(ii)(A), 5.12(b)(ii)(B) or Section 5.12(a)(iv) shall be used solely for purposes of determining 5.12(b)(iii), the “Value” of a Unquoted such Portfolio Investment under this Agreement and shall not be deemed equal to be the fair lower of (x) the value of such asset as required under ASC 820, for purposes Portfolio Investment determined pursuant to Section 5.12(b)(ii)(C) and (y) the cost of the Borrower’s financial statements and the Investment Company Actsuch Unquoted Investment.

Scheduled Testing of Values. (Ai) Each February 28, April 30, July 31 and October 31 On a specific date to be determined following the end of each calendar year, commencing on October 31, 2018 (or such other dates as are fiscal quarter to be reasonably agreed to by the Borrower and the Administrative Agent, but in no event less frequently than once per calendar quartercase within thirty (30) days prior to the last day of any fiscal quarter (each such date, each a “Valuation Testing Date”), the Administrative Agent Agent, through an independent valuation provider selected by the Administrative Agent (the “Independent Valuation Provider Provider”), will test the values as of such Valuation Testing Date determined pursuant to Section 5.12(a)(ii5.12(b)(ii) above of those Unquoted Portfolio Investments included in the Borrowing Base selected by the Administrative Agent; provided, that the aggregate . The fair value of such Unquoted Portfolio Investments tested on as of any Valuation Testing Date will shall be equal to or greater than the Tested Amount (as defined below) (or as near thereto as reasonably practical). For the avoidance of doubt, Unquoted Investments that are part of the Collateral but not included in the Borrowing Base shall not be subject to testing under this Section 5.12(a)(iii). (Bii) For purposes of this Agreement, the “Tested Amount” shall be equal to the greater of: (iA) an amount equal to (y1) 125% of the Covered Debt Amount (as of the applicable Valuation Testing Date) minus (z2) the sum of the values of all Cash and all Quoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date) and (iiB) 10% of the aggregate value of all Unquoted Investments included in the Borrowing Base (as of the applicable Valuation Testing Date)Base; provided, however, in no event shall more than 25% (or, if clause (ii) applies, 10%, or as near thereto as reasonably practicable) of the aggregate value of the Unquoted Investments in the Borrowing Base be tested by the Independent Valuation Provider in respect of any applicable Valuation Testing DateDate (or, if clause (B) applies, 10%, or as near thereto as reasonably practicable). (Ciii) With respect to any Unquoted Portfolio Investment, if the value of such Unquoted Portfolio Investment determined by the Borrower pursuant to Section 5.12(a)(ii5.12(b)(ii) is not more than the lesser of (1A) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider and (B) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (B) and (2) 110% of the midpoint of the valuation range provided by the Independent Valuation Providershall not be applicable), then the value for such Unquoted Portfolio Investment determined by the Borrower in accordance with Section 5.12(a)(ii5.12(b)(ii) shall continue to be used as the “Value” for purposes of this Agreement. If the value of any Unquoted Portfolio Investment determined by the Borrower pursuant to Section 5.12(a)(ii5.12(b)(ii) is more greater than the lesser of the values set forth in clause (C)(1iii)(A) and (2B) (to the extent applicable), then for such Unquoted Portfolio Investment, the “Value” for purposes of this Agreement shall become the lesser of (x) the highest value of the valuation range provided by the Independent Valuation Provider, (y) five (5) points more than the midpoint of the valuation range (expressed as a percent of par) provided by the Independent Valuation Provider (provided that the value of such Unquoted Portfolio Investment is customarily quoted as a percentage of par, otherwise this clause (y) shall not be applicable) and (z) 110% of the midpoint of the valuation range provided by the Independent Valuation Provider. For the avoidance of doubt, any Any values determined by the Independent Valuation Provider pursuant to this Section 5.12(a)(iii5.12(c) or Section 5.12(a)(iv5.12(d) shall be (x) provided by the Administrative Agent to the Borrower in writing promptly following such determination and (y) used solely for purposes of determining the “Value” of a Unquoted Portfolio Investment under this Agreement and shall not be deemed required to be used by the Borrower for any other purposes, including, without limitation, the delivery of financial statements or determinations of the fair value of such any asset as required under ASC 820, for purposes of the Borrower’s financial statements Accounting Standards Codification 820 and the Investment Company Act.