Common use of The Unfunded Reserve Account Clause in Contracts

The Unfunded Reserve Account. The Borrower shall, on or prior to the Closing Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “KLCC SPV GS1 LLC, subject to the lien of State Street, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Unfunded Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Account Control Agreement. Amounts in the Unfunded Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager (which may be in the form of standing instructions). On the date of Acquisition of any Delayed Drawdown Collateral Obligation, and on any Payment Date, the Investment Manager shall instruct the Collateral Agent to withdraw funds from the Principal Collection Account for deposit into the Unfunded Reserve Account, to the extent required so that the amount of funds on deposit in the Unfunded Reserve Account is equal to the Unfunded Reserve Required Amount. During the Reinvestment Period, fundings of Delayed Drawdown Collateral Obligations shall be made using, first, amounts on deposit in the Unfunded Reserve Account (in an amount equal to the amount on deposit therein with respect to such Delayed Drawdown Collateral Obligation), then available Principal Proceeds and finally, with the consent of the Administrative Agent if the date of such funding is more than six months after the Acquisition of such Delayed Drawdown Collateral Obligation, borrowing of Loans under Section 2. Amounts on deposit in the Unfunded Reserve Account will be available solely to cover drawdowns on Delayed Drawdown Collateral Obligations; provided that, to the extent that the aggregate amount of funds on deposit therein at any time exceeds the Unfunded Reserve Required Amount, the Borrower or the Investment Manager on behalf of the Borrower shall direct the Collateral Agent to remit such excess to the Principal Collection Account. Notwithstanding anything to the contrary herein, if, on the last day of the Reinvestment Period, the amount on deposit in the Unfunded Reserve Account is less than the Unfunded Exposure Amount (such amount, the “Unfunded Reserve Account Shortfall”), the Borrower shall be deemed to have been given a Loan in an amount equal to the Unfunded Reserve Account Shortfall, the proceeds of which shall be deposited in the Unfunded Reserve Account and the terms and conditions of which shall be identical to the terms and conditions of the Loans made pursuant to Section 2.

The Unfunded Reserve Account. The Borrower shall, on or prior to the Closing Date, establish at the Accounts Securities Intermediary a USD-denominated segregated trust account in the name “KLCC SPV GS1 LLCNew Mountain Guardian III SPV, L.L.C., subject to the lien of State StreetWestern Alliance Trust Company, N.A., 94 as Collateral Agent on behalf of the Secured Parties”, which shall together be designated as the Unfunded Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement. Amounts in the Unfunded Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Borrower (or the Collateral Manager on its behalf) (which may be in the form of standing instructions). On each Payment Date and in connection with a Credit Extension for the date of Acquisition payment of any portion of the Unfunded Exposure Amount on a Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation, and the Borrower (or the Collateral Manager on any its behalf) shall on such Payment Date, Date or on such date the Investment Manager shall related Funding Notice is provided to the Administrative Agent instruct the Collateral Agent to withdraw funds from the Principal Collection Account for deposit into the Unfunded Reserve Account (or direct in the related Funding Notice that proceeds from the Credit Extension be deposited into the Unfunded Reserve Account), to the extent required so that the amount of funds on deposit in the Unfunded Reserve Account is equal to the amount specified in clause (II) of the def inition of Unfunded Reserve Required Amount with respect to such Unfunded Exposure Amount. During the Reinvestment PeriodAvailability Period (Revolver), fundings of Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations shall be made using, firstf irst, amounts on deposit in the Unfunded Reserve Account (in an amount equal to the amount on deposit therein with respect to such Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation), then second, solely to the extent available hereunder, borrowing of Loans (Revolver) under Section 2 in compliance with this Agreement, and then third, available Principal Proceeds and finallyfourth, with deposits by the consent Borrower of cash f rom other sources into the Administrative Agent if the date of such funding is more than six months after the Acquisition of such Delayed Drawdown Collateral Obligation, borrowing of Loans under Section 2Unfunded Reserve Account. Amounts on deposit in the Unfunded Reserve Account will be available solely to cover drawdowns on Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations; provided that, to the extent that the aggregate amount of funds on deposit therein at any time during the Avai lability Period (Revolver) exceeds the amount specified in clause (II) of the def inition of Unfunded Reserve Required Amount, then provided no Event of Default has occurred and is continuing, the Borrower or the Investment Collateral Manager on behalf of the Borrower shall direct the Collateral Agent to remit such excess to the Principal Collection Account. Notwithstanding anything to the contrary herein, if, (x) on the last day of the Reinvestment PeriodAvailability Period (Revolver) or (y) if directed by the Requisite Lenders, upon the amount on deposit in occurrence of an Event of Default, the Unfunded Reserve Account is less than the Unfunded Exposure Amount (such amount, the “Unfunded Reserve Account Shortfall”), first, so long as no Borrowing Base Deficiency is continuing or would result therefrom, the amount on deposit in the Principal Collection Account shall be allocated to the Unfunded Reserve Account to the extent of such Unfunded Reserve Account Shortfall, second, the Borrower shall be deemed to have been given a Loan (Revolver) in an amount equal to the lesser of (i) the remaining portion of such Unfunded Reserve Account ShortfallShortfall (if any) and (ii) the remaining undrawn Commitment (Revolver) (in each case as of such date), and the proceeds of which Loan (Revolver) shall be deposited in the Unfunded Reserve Account and the terms and conditions of which shall be identical to the terms and conditions of the Loans (Revolver) made pursuant to Section 22 and third, the Borrower shall deposit cash f rom other sources into the Unfunded Exposure Account in the amount of any remaining Unfunded Reserve Account Shortfall.

The Unfunded Reserve Account. The Borrower shall, on or prior to the Closing Initial Credit Date, establish at the Accounts Securities Intermediary a segregated trust account in the name “KLCC SPV GS1 Grouse Funding LLC, subject to the lien of State StreetStreet Bank And Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the Unfunded Reserve Account, which shall be held by the Accounts Securities Intermediary in accordance with the Securities Account Control Agreement. Amounts in the Unfunded Reserve Account will be invested in overnight funds that are Eligible Investments in accordance with the written instructions of the Investment Manager (which may be in the form of standing instructions). On the date of Acquisition of any Delayed Drawdown Collateral Obligation, and on any Payment Date, the Investment Manager shall instruct the Collateral Agent to withdraw funds from the Principal Collection Account for deposit into the Unfunded Reserve Account, to the extent required so that the amount of funds on deposit in the Unfunded Reserve Account is equal to the Unfunded Reserve Required Amount. During the Reinvestment Period, fundings of Delayed Drawdown Collateral Obligations shall be made using, first, amounts on deposit in the Unfunded Reserve Account (in an amount equal to the amount on deposit therein with respect to such Delayed Drawdown Collateral Obligation), then available Principal Proceeds and finally, with the consent of the Administrative Agent if the date of such funding is more than six months after the Acquisition of such Delayed Drawdown Collateral Obligation, borrowing of Loans under Section 2. Amounts on deposit in the Unfunded Reserve Account will be available solely to cover drawdowns on Delayed Drawdown Collateral Obligations; provided that, to the extent that the aggregate amount of funds on deposit therein at any time exceeds the Unfunded Reserve Required Amount, the Borrower or the Investment Manager on behalf of the Borrower shall direct the Collateral Agent to remit such excess to the Principal Collection Account. Notwithstanding anything to the contrary herein, if, on the last day of the Reinvestment Period, the amount on deposit in the Unfunded Reserve Account is less than the Unfunded Exposure Amount (such amount, the “Unfunded Reserve Account Shortfall”), the Borrower shall be deemed to have been given a Loan in an amount equal to the Unfunded Reserve Account Shortfall, the proceeds of which shall be deposited in the Unfunded Reserve Account and the terms and conditions of which shall be identical to the terms and conditions of the Loans made pursuant to Section 2.