Common use of Testing of Values Clause in Contracts

Testing of Values. (x) At the end of each fiscal quarter (such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Third-Party Appraiser to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. The Administrative Agent agrees to notify the Borrower of thesuch Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during the last month of such Testing Period. If there is a difference between the Borrower’s valuation and the Agent-Selected Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) of this Section 5.12(b)(ii). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Nuveen Churchill Direct Lending Corp.)

AutoNDA by SimpleDocs

Testing of Values. (x) At As of the end last day of each fiscal quarter (the “Valuation Testing Date”, and the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Approved Third-Party Appraiser selected by the Administrative Agent to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. With respect to any Unquoted Investment selected for testing by the Administrative Agent, if the Administrative Agent or any Affiliate thereof has received, pursuant to a testing provision similar to this Section 5.12(b)(ii)(E) in any revolving credit facility of an Affiliate of the Borrower a valuation of such investment for such Testing Period from any Approved Third-Party Appraiser selected by the agent for the lenders under such revolving credit facility (a “Separate Valuation”), the Administrative Agent shall use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment, unless it determines in its reasonable discretion and acting in good faith that the use of such Separate Valuation would be adverse to the interests of the Lenders; provided that, for the avoidance of doubt, the Administrative Agent shall not be required to use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment if the Administrative Agent has not actually received, for any reason, such Separate Valuation. Any such Separate Valuation used by the Administrative Agent pursuant to the preceding sentence shall be included in the Calculation Amount. The Administrative Agent agrees to notify the Borrower in writing of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during not later than 15 days prior to the last month of Valuation Testing Date (or such Testing Periodlater date as agreed to between the Administrative Agent and the Borrower). If there is a difference between the Borrower’s valuation and the Agent-Selected Approved Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause sub-clause (GF) of this Section 5.12(b)(ii)below. (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement118

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Bain Capital Private Credit)

Testing of Values. (x) At As of the end last day of each fiscal quarter (the “Valuation Testing Date”, and the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Approved Third-Party Appraiser selected by the Administrative Agent to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. With respect to any Unquoted Investment selected for testing by the Administrative Agent, if the Administrative Agent or any Affiliate thereof has received, pursuant to a testing provision similar to this Section 5.12(b)(ii)(E) in any revolving credit facility of an Affiliate of the Borrower a valuation of such investment for such Testing Period from any Approved Third-Party Appraiser selected by the agent for the lenders under such revolving credit facility (a “Separate Valuation”), the Administrative Agent shall use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment, unless it determines in its reasonable discretion and acting in good faith that the use of such Separate Valuation would be adverse to the interests of the Lenders; provided that, for the avoidance of doubt, the Administrative Agent shall not be required DOCVARIABLE #DNDocID \* MERGEFORMAT 765655780 to use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment if the Administrative Agent has not actually received, for any reason, such Separate Valuation. Any such Separate Valuation used by the Administrative Agent pursuant to the preceding sentence shall be included in the Calculation Amount. The Administrative Agent agrees to notify the Borrower in writing of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during not later than 15 days prior to the last month of Valuation Testing Date (or such Testing Periodlater date as agreed to between the Administrative Agent and the Borrower). If there is a difference between the Borrower’s valuation and the Agent-Selected Approved Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause sub-clause (GF) of this Section 5.12(b)(ii). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreementbelow.

Appears in 1 contract

Samples: Guarantee and Security Agreement (Bain Capital Specialty Finance, Inc.)

Testing of Values. (x) At least six (6) weeks prior to the end of each fiscal quarter, commencing with the fiscal quarter ending March 31, 2024 (the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent in its reasonable discretion shall cause an Agent-Selected Third-Party Appraiser to value such number of select (and inform the Borrower of) the particular Unquoted Investments included in the Borrowing Base (to be valued by an Approved Third-Party Appraiser selected by the Administrative Agent) Agent that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event provided that if the average fair market value of Default has occurred and is continuing, such the Unquoted Investments (other than Cash and Cash Equivalents) in the Borrowing Base as of the end of any Testing Period is less than $10,000,000, the Administrative Agent shall not select more than fifteen (15) Unquoted Investments to be valued pursuant to this Section 5.12(b)(ii)(F) for such Testing Period (the “Specified Testing Period Unquoted Investments”) unless the aggregate Value of such Specified Testing Period Unquoted Investments determined by the Borrower pursuant to Section 5.12(b)(ii)(B) as of the last day of the immediately preceding fiscal quarter exceeds the aggregate values of such Specified Testing Period Unquoted Investments determined by the Approved Third-Party Appraisers selected by the Administrative Agent shall be Investments that are included in the Borrowing Basepursuant to this Section 5.12(b)(ii)(F) by more than more than 10%. The Administrative Agent agrees to notify the Borrower of thesuch the Unquoted Investments to be tested by the Administrative Agent in each Testing Period. For the avoidance of doubt, all calculations of value pursuant to this Section 5.12(b)(ii)(F) shall be determined without application of the Advance Rates. The Testing Period shall not be required to coincide with the timing of any valuations conducted by the Investment Adviser or the board of trustees of the Borrower pursuant to Section 5.12(b)(ii)(B). If the Borrower’s valuation of any Unquoted Investment pursuant to Section 5.12(b)(ii)(B) exceeds the valuation of any Approved Third-Party Appraiser selected by the Administrative Agent pursuant to be tested in each Testing Period, which notification shall be effective only if delivered during the last month of such Testing Period. If there is a difference between the Borrower’s valuation and the Agent-Selected Third-Party Appraiser’s valuation of any such Unquoted Investmentthis Section 5.12(b)(ii)(F), the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) of this Section 5.12(b)(ii5.12(b)(ii)(G). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (AG Twin Brook Capital Income Fund)

Testing of Values. At least six (x6) At weeks prior toFor the second calendar month immediately following the end of each fiscal quarter (the last such fiscal quarter is referred to herein as, the “Testing Period”), commencing with the fiscal quarter ending December 31, 2023 (June 30, 2024 (or such other dates as are agreed by the Borrower and the Administrative Agent) (the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent in its reasonable discretion shall cause an Agent-Selected Third-Party Appraiser to value such number of select (and inform the Borrower of) the particular Unquoted Investments included in the Borrowing Base (to be valued by an Approved Third-Party Appraiser selected by the Administrative Agent) Agent that collectively have an aggregate Value approximately equal to the Calculation Amount. ; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. With respect to any Unquoted Investment selected for testing by the Administrative Agent, if the Administrative Agent or any Affiliate thereof has received, pursuant to a testing provision similar to this Section 5.12(b)(ii)(E) in any revolving credit facility of an Affiliate of the Borrower a valuation of such investment for such Testing Period from any Approved Third-Party Appraiser selected by the agent for the lenders under such revolving credit facility (a “Separate Valuation”), the Administrative Agent shall use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment, unless it determines in 133 767537780768227557 its reasonable discretion and acting in good faith that the use of such Separate Valuation would be adverse to the interests of the Lenders; provided that, for the avoidance of doubt, the Administrative Agent shall not be required to use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment if the Administrative Agent has not actually received, for any reason, such Separate Valuation. Any such Separate Valuation used by the Administrative Agent pursuant to the preceding sentence shall be included in the Calculation Amount. The Administrative Agent agrees to notify the Borrower in writing of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification not later than 15 days prior to the Valuation Testing Date (or such later date as agreed to between the Administrative Agent and the Borrower). For the avoidance of doubt, all calculations of value pursuant to this Section 5.12(b)(ii)(E) shall be effective only if delivered during determined without application of the last month of such Advance Rates. The Testing Period. If there is a difference between Period shall not be required to coincide with the Borrower’s valuation and the Agent-Selected Third-Party Appraiser’s valuation timing of any such Unquoted Investment, valuations conducted by the Value Board of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) Directors of this the Borrower pursuant to Section 5.12(b)(ii). (y) For 5.12(b)(ii)(B)For the avoidance of doubt, the valuation of any Agent-Selected Approved Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) selected by the Administrative Agent would initiate not be as of, or delivered at, the testing end of Values during any fiscal quarter. The reasonable and documented out-of-pocket costs of any such valuation shall be at the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope expense of the testing under clause 139 Revolving Credit and Term Loan AgreementBorrower.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (North Haven Private Income Fund a LLC)

Testing of Values. (x) At As of the end last day of each fiscal quarter (the “Valuation Testing Date”, and the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Approved Third-Party Appraiser selected by the Administrative Agent to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. With respect to any Unquoted Investment selected for testing by the Administrative Agent, if the Administrative Agent or any Affiliate thereof has received, pursuant to a testing provision similar to this Section 5.12(b)(ii)(E) in any revolving credit facility of an Affiliate of the Borrower a valuation of such investment for such Testing Period from any Approved Third-Party Appraiser selected by the agent for the lenders under such revolving credit facility (a “Separate Valuation”), the Administrative Agent shall use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment, unless it determines in its reasonable discretion and acting in good faith that the use of such Separate Valuation would be adverse to the interests of the Lenders; provided that, for the avoidance of doubt, the Administrative Agent shall not be required to use such Separate Valuation in lieu of causing an Approved Third-Party Appraiser to value such investment if the Administrative Agent has not actually received, for any reason, such Separate Valuation. Any such Separate Valuation used by the Administrative Agent pursuant to the preceding sentence shall be included in the Calculation Amount. The Administrative Agent agrees to notify the Borrower in writing of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during not later than 15 days prior to the last month of Valuation Testing Date (or such Testing Periodlater date as agreed to between the Administrative Agent and the Borrower). If there is a difference between the Borrower’s valuation and the Agent-Selected Approved Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause sub-clause (GF) of this Section 5.12(b)(ii). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreementbelow.

Appears in 1 contract

Samples: Revolving Credit Agreement (Bain Capital Private Credit)

AutoNDA by SimpleDocs

Testing of Values. (x) At least six (6) weeks prior to the end of each fiscal quarter, commencing with the fiscal quarter ending March 31, 2024 (the last such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent in its reasonable discretion shall cause an Agent-Selected Third-Party Appraiser to value such number of select (and inform the Borrower of) the particular Unquoted Investments included in the Borrowing Base (to be valued by an Approved Third-Party Appraiser selected by the Administrative Agent) Agent that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event provided that if the average fair market value of Default has occurred and is continuing, such the Unquoted Investments (other than Cash and Cash Equivalents) in the Borrowing Base as of the end of any Testing Period is less than $10,000,000, the Administrative Agent shall not select more than fifteen (15) Unquoted Investments to be valued pursuant to this Section 5.12(b)(ii)(F) for such Testing Period (the “Specified Testing Period Unquoted Investments”) unless the aggregate Value of such Specified Testing Period Unquoted Investments determined by the Borrower pursuant to Section 5.12(b)(ii)(B) as of the last day of the immediately preceding fiscal quarter exceeds the aggregate values of such Specified Testing Period Unquoted Investments determined by the Approved Third-Party Appraisers selected by the Administrative Agent shall be Investments that are included in the Borrowing Basepursuant to this Section 5.12(b)(ii)(F) by more than more than 10%. The Administrative Agent agrees to notify the Borrower of thesuch the Unquoted Investments to be tested by the Administrative Agent in each Testing Period. For the avoidance of doubt, all calculations of value pursuant to this Section 5.12(b)(ii)(F) shall be determined without application of the Advance Rates. The Testing Period shall not be required to coincide with the timing of any valuations conducted by the Investment Adviser or the board of trustees of the Borrower pursuant to Section 5.12(b)(ii)(B). If the Borrower’s valuation of any Unquoted Investment pursuant to Section 5.12(b)(ii)(B) exceeds the valuation of any Approved Third-Party Appraiser selected by the Administrative Agent pursuant to be tested in each Testing Period, which notification shall be effective only if delivered during the last month of such Testing Period. If there is a difference between the Borrower’s valuation and the Agent-Selected Third-Party Appraiser’s valuation of any such Unquoted Investmentthis Section 97 5.12(b)(ii)(F), the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) of this Section 5.12(b)(ii5.12(b)(ii)(G). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser would be as of the end of the fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement.

Appears in 1 contract

Samples: Joinder Agreement (AG Twin Brook Capital Income Fund)

Testing of Values. (x) At Immediately following the end of each fiscal quarter (such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Third-Party Appraiser to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. The Administrative Agent agrees to notify the Borrower of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during the last month of such Testing Period. If there is a difference between the Borrower’s valuation and the Agent-Agent- Selected Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) of this Section 5.12(b)(ii). (y) For the avoidance of doubt, the valuation of any Agent-Agent- Selected Third-Party Appraiser will not be as of, or delivered at, the end of any fiscal quarter. Any such valuation would be as of the end of the calendar month immediately following any fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during the month of December using the values reported in the October 31, 2022 Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement)

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Nuveen Churchill Direct Lending Corp.)

Testing of Values. (x) At Immediately followingAt the end of each fiscal quarter (such fiscal quarter is referred to herein as, the “Testing Period”), the Administrative Agent shall cause an Agent-Selected Third-Party Appraiser to value such number of Unquoted Investments included in the Borrowing Base (selected by the Administrative Agent) that collectively have an aggregate Value approximately equal to the Calculation Amount; provided, that, unless an Event of Default has occurred and is continuing, such Unquoted Investments selected by the Administrative Agent shall be Investments that are included in the Borrowing Base. The Administrative Agent agrees to notify the Borrower of thesuch the Unquoted Investments selected by the Administrative Agent to be tested in each Testing Period, which notification shall be effective only if delivered during the last month of such Testing Period. If there is a difference between the Borrower’s valuation and the Agent-Selected Third-Party Appraiser’s valuation of any such Unquoted Investment, the Value of such Unquoted Investment for Borrowing Base purposes shall be established as set forth in subclause (G) of this Section 5.12(b)(ii). (y) For the avoidance of doubt, the valuation of any Agent-Selected Third-Party Appraiser will not be as of, or delivered at, the end of any fiscal quarter. Any such valuation would be as of the end of the calendar month immediately following any fiscal quarter of such Testing Period and shall be reflected in the Borrowing Base Certificate for such month if such Agent-Selected Third-Party Appraiser delivers such valuation at least seven (7) Business Days before the twentieth (20th) day after the end of the applicable monthly accounting period and, if such valuation is delivered after such time, it shall be included in the Borrowing Base Certificate for the following monthly period and applied to the then applicable balance of the related Portfolio Investment. For illustrative purposes, if the given fiscal quarter is the fourth quarter ending on December 31, 2022, then (A) the Administrative Agent would initiate the testing of Values during (usingduring the month of December using the values reported in the October 31, 2022 Borrowing Values)Borrowing Base Certificate delivered by November 20, 2022 for purposes of determining the scope of the testing under clause 139 Revolving Credit and Term Loan Agreement(F)(x) during the month of February with the anticipation of receiving the valuations from the applicable Agent-Selected Third- Party Appraiser(s) on or after February 28, 2023December 31, 2022

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Nuveen Churchill Direct Lending Corp.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!