Common use of Unfunded Exposure Account Clause in Contracts

Unfunded Exposure Account. On or prior to the last day of the Reinvestment Period, the Borrower shall fund an amount equal to the Unfunded Exposure Amount into the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into the Unfunded Exposure Account (other than pursuant to Section 2.02(f) or Section 2.06(a)). Funds on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Loan Asset or Delayed Draw Loan Asset; provided that, until an Event of Default has occurred, the amount withdrawn to fund such draw request shall not create any Borrowing Base Deficiency. Any such draw request made by an Obligor, along with wiring instructions for the applicable Obligor, shall be forwarded by the Servicer (on behalf of the Borrower) to the Account Bank (with a copy to the Administrative Agent, the Collateral Agent and each Lender) in the form of a Disbursement Request, and the Servicer (on behalf of the Borrower) shall instruct the Account Bank to fund such draw request in accordance with the Disbursement Request; provided that at any time after delivery of Notice of Exclusive Control, the Collateral Agent shall so instruct the Account Bank. At any time, the Servicer (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Agent) may cause any amounts on deposit in the Unfunded Exposure Account which exceed the Unfunded Exposure Amount as of any date of determination to be deposited into the Principal Collection Account as Principal Collections.

Appears in 4 contracts

Samples: Loan and Servicing Agreement (FS KKR Capital Corp), Loan and Servicing Agreement (FS KKR Capital Corp), Loan and Servicing Agreement (FS KKR Capital Corp)

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Unfunded Exposure Account. On or prior to the last day of the Reinvestment Period, the Borrower shall fund an amount equal to the Unfunded Exposure Amount into the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into the Unfunded Exposure Account (other than pursuant to Section 2.02(f) or Section 2.06(a)). Funds on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Loan Asset or Delayed Draw Loan Asset; provided that, until an Event the earlier to occur of Default has occurredthe end of the Reinvestment Period or the Facility Maturity Date, the amount withdrawn to fund such draw request shall not create any Borrowing Base Deficiency. Any such draw request made by an Obligor, along with wiring instructions for the applicable Obligor, shall be forwarded by the Borrower or the Servicer (on behalf of the Borrower) to the Account Bank Collateral Agent (with a copy to the Administrative Agent, the Collateral Agent and each LenderLender Agent) in the form of a Disbursement Request, and the Servicer (on behalf of the Borrower) Collateral Agent shall instruct the Account Bank to fund such draw request in accordance with the Disbursement Request; provided that at . As of any time after delivery date of Notice of Exclusive Control, the Collateral Agent shall so instruct the Account Bank. At any timedetermination, the Servicer (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Agent) may cause any amounts on deposit in the Unfunded Exposure Account which that exceed (i) the aggregate Unfunded Exposure Equity Amount as prior to the earlier to occur of any date the end of determination the Reinvestment Period or the Facility Maturity Date and (ii) the aggregate of all Unfunded Exposure Amounts following the earlier to occur of the end of the Reinvestment Period or the Facility Maturity Date to be deposited into the Principal Collection Account as Principal Collections.

Appears in 3 contracts

Samples: Loan and Servicing Agreement (Solar Capital Ltd.), Loan and Servicing Agreement (Solar Capital Ltd.), Loan and Servicing Agreement (Solar Senior Capital Ltd.)

Unfunded Exposure Account. On or prior to the last day of the Reinvestment Period, the Borrower shall fund an amount equal to the Unfunded Exposure Amount into the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into the Unfunded Exposure Account (other than pursuant Subject to Section 2.02(f) or and this Section 2.06(a)). Funds 2.04, funds on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Loan Asset or Loans and Delayed Draw Loan Asset; provided that, until an Event of Default has occurred, the amount withdrawn to fund such draw request shall not create any Borrowing Base DeficiencyLoans. Any such draw request made by an ObligorObligor shall, along with or shall be accompanied by an instruction that shall, update or confirm existing wiring instructions for the applicable Obligor. On the last day of the Reinvestment Period, the Borrower shall be forwarded by fund an amount necessary to cause the amounts on deposit in the Unfunded Exposure Account to equal the Aggregate Unfunded Exposure Amount. In addition, the Borrower (or the Servicer (and/or the Equityholder on behalf of the Borrower, as applicable) to shall notify the Account Bank in the applicable Disbursement Request (with a copy to the Administrative Agent, the Collateral Agent and each Lenderthe Facility Agent) of any amounts on deposit in the form of a Disbursement RequestCanadian Dollar Account, the Euro Account, and the Servicer (on behalf of GBP Account, as applicable, which are to be reserved against the Borrower) shall instruct the Unfunded Exposure Amount. The Account Bank to shall fund such draw request as directed by the Servicer in accordance with the Disbursement Request; provided that at . After the Reinvestment Period End Date, all funding requests associated with the Unfunded Exposure Amount shall be made solely from amounts on deposit in the Unfunded Exposure Account. As of any time after delivery date of Notice of Exclusive Control, the Collateral Agent shall so instruct the Account Bank. At any timedetermination, the Servicer (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Facility Agent) may cause direct the Account Bank to transfer any amounts on deposit in the Unfunded Exposure Account which exceed the Unfunded Exposure Amount as of any date of determination to be deposited into the Principal Collection Account as Principal CollectionsCollections (and such direction shall be deemed to constitute a certification that any conditions relating thereto have been satisfied), provided that, following the Reinvestment Period End Date, such amounts may only be withdrawn to the extent the amount remaining on deposit in the Unfunded Exposure Account will not be less than the Unfunded Equity Exposure Amount.

Appears in 2 contracts

Samples: Loan and Security Agreement (North Haven Private Income Fund LLC), Loan and Security Agreement (North Haven Private Income Fund LLC)

Unfunded Exposure Account. On Upon the purchase of any Delayed Drawdown Collateral Obligation or prior Revolving Collateral Obligation identified by written notice to the last day of the Reinvestment PeriodTrustee, the Borrower shall fund funds in an amount equal to the undrawn portion of such obligation shall be withdrawn first from the Ramp-Up Account and, if necessary, from the Principal Collection Subaccount and deposited by the Trustee in a segregated non-interest bearing trust account which shall be held in the name of the Trustee as Entitlement Holder in trust for the benefit of the Secured Parties, which shall be designated as the Unfunded Exposure Amount into Account, which shall be maintained by the Issuer with the Custodian in accordance with the Securities Account Control Agreement. The Issuer hereby directs the Trustee to deposit U.S.$152,941.18 from the proceeds of the sale of the Notes to the Unfunded Exposure Account on the Closing Date. Upon initial purchase of any such obligations, funds deposited in the Unfunded Exposure Account in respect of any Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation will be treated as part of the purchase price therefor. Amounts on deposit in the Unfunded Exposure Account will be invested in overnight funds that are Eligible Investments selected by the Collateral Manager pursuant to Section 10.5 and income earned from all such investments will be deposited in the Interest Collection Subaccount as Interest Proceeds as it is paid. The Issuer shall at all times maintain sufficient funds on deposit in the Unfunded Exposure Account such that the sum of the amount of funds on deposit in the Unfunded Exposure Account shall be equal to or greater than the sum of the unfunded funding obligations under all such Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations then included in the Assets. Funds shall be deposited in the Unfunded Exposure Account upon the purchase of any Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation and upon the receipt by the Issuer of any Principal Proceeds with respect to a Revolving Collateral Obligation as directed by the Collateral Manager on behalf of the Issuer. In the event of any shortfall in the Unfunded Exposure Account, the Collateral Manager (on behalf of the Issuer) may direct the Trustee to, and the Trustee thereafter shall, transfer funds in an amount equal to such shortfall from the Ramp-Up Account or the Principal Collection Subaccount to the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into Any funds in the Unfunded Exposure Account (other than pursuant earnings from Eligible Investments therein) will be applied solely to Section 2.02(f) or Section 2.06(a)). Funds cover any drawdowns on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Delayed Drawdown Collateral Obligations and Revolving Loan Asset or Delayed Draw Loan Asset; provided that, until an Event of Default has occurred, the amount withdrawn to fund such draw request shall not create any Borrowing Base Deficiency. Any such draw request made by an Obligor, along with wiring instructions for the applicable Obligor, shall be forwarded by the Servicer (on behalf of the Borrower) to the Account Bank (with a copy to the Administrative Agent, the Collateral Agent and each Lender) in the form of a Disbursement Request, and the Servicer (on behalf of the Borrower) shall instruct the Account Bank to fund such draw request in accordance with the Disbursement RequestObligations; provided that at any time after delivery excess of Notice of Exclusive Control, (A) the Collateral Agent shall so instruct the Account Bank. At any time, the Servicer (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Agent) may cause any amounts on deposit in the Unfunded Exposure Account which exceed over (B) the Unfunded Exposure Amount sum of the unfunded funding obligations under all Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations that are included in the Assets may be transferred by the Trustee (at the written direction of the Collateral Manager on behalf of the Issuer) from time to time as of any date of determination Principal Proceeds to be deposited into the Principal Collection Account as Principal CollectionsSubaccount.

Appears in 1 contract

Samples: Indenture (JMP Group LLC)

Unfunded Exposure Account. On or prior to the last day of the Reinvestment Period, the Borrower shall fund an amount equal to the Unfunded Exposure Amount into the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into the Unfunded Exposure Account (other than pursuant Subject to Section 2.02(f2.02(g) or and this Section 2.06(a)). Funds 2.04, funds on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Loan Asset or Obligations and/or Delayed Draw Loan AssetObligations; provided that, until an Event of Default has occurredprior to the Reinvestment Period End Date, the amount withdrawn to fund any such draw request shall not (after giving effect thereto) create any Borrowing Base Deficiency. Any such draw request made by an Obligor, along with shall contain updated or confirm existing wiring instructions for the applicable Obligor. On the last day of the Reinvestment Period, shall be forwarded by the Servicer Borrower (or the Collateral Manager and/or the Equityholder on behalf of the Borrower, as applicable) shall fund an amount necessary to cause the amounts on deposit in the Unfunded Exposure Account to equal the Aggregate Unfunded Exposure Amount. In addition, the Borrower (or the Collateral Manager and/or the Equityholder on behalf of the Borrower, as applicable) shall notify the Account Bank in the applicable Disbursement Request (with a copy to the Administrative Agent, the Collateral Agent and each Lenderthe Administrative Agent) of any amounts on deposit in the form of a Disbursement RequestCanadian Dollar Account, the Euro Account, and the Servicer (on behalf of GBP Account, as applicable, which are to be reserved against the Borrower) shall instruct the Unfunded Exposure Amount. The Account Bank to shall fund such draw request as directed by the Collateral Manager in accordance with the Disbursement Request; provided that at . After the Reinvestment Period End Date, all funding requests associated with the Unfunded Exposure Amount shall be made solely from amounts on deposit in the Unfunded Exposure Account. As of any time after delivery date of Notice of Exclusive Controldetermination, the Collateral Agent shall so instruct the Account Bank. At any time, the Servicer Manager (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Agent) may cause any amounts on deposit in the Unfunded Exposure Account which that exceed (i) prior to the Reinvestment Period End Date, the Unfunded Equity Exposure Amount and (ii) thereafter, the Unfunded Exposure Amount as of any date of determination Amount, in each case, to be deposited into the Principal Collection Account as Principal Collections.

Appears in 1 contract

Samples: Loan and Servicing Agreement (MSD Investment Corp.)

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Unfunded Exposure Account. On or The Issuer shall, prior to the last day Closing Date, establish at the Issuer Accounts Securities Intermediary a segregated trust account in the name “FSSL Finance BB AssetCo LLC, subject to the lien of Computershare Trust Company, N.A., as Trustee on behalf of the Reinvestment Period, the Borrower Secured Parties,” which shall fund an amount equal to the Unfunded Exposure Amount into be designated as the Unfunded Exposure Account. During the Reinvestment Period, no amounts which shall be required held by the Issuer Accounts Securities Intermediary in accordance with the Securities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Principal Collection Account shall be held in trust by the Trustee for the benefit of the Secured Parties. The Trustee agrees to give the Issuer notice as soon as practicable under the circumstances if a Trust Officer of the Trustee receives written notice or has actual knowledge of the Unfunded Exposure Account or any funds on deposit therein, or otherwise to the credit of the Unfunded Exposure Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. The Issuer shall not have any legal, equitable or beneficial interest in the Unfunded Exposure Account other than in accordance with the provisions of this Indenture and the Securities Account Control Agreement. At all times, the Unfunded Exposure Account shall remain at an institution that satisfies the requirements of Section 10.1. Amounts may be deposited into the Unfunded Exposure Account (other than pursuant and/or deposited into the applicable Permitted Non-USD Currency Accounts as Unfunded Exposure Allocated Amounts from time to time in accordance with Section 2.02(f) or Section 2.06(a)11.1(a). Funds Unless an Event of Default has occurred and is continuing, the Issuer (or the Investment Manager on behalf of the Issuer) may direct, by means of an instruction in writing to the Securities Intermediary (with a copy to the Collateral Administrator), the release of funds on deposit in the Unfunded Exposure Account and/or Unfunded Exposure Allocated Amounts (i) for the purpose of funding the Issuer’s unfunded commitments with respect to Delayed Funding Term Loans and Revolving Loans and (ii) for deposit into the applicable Collateral Account, so long as after giving effect to such release, an amount not lesser than the Unfunded Exposure Equity Amount remains (determined on a pro forma basis after giving effect to any Purchase or sale of, or funding of unfunded commitments under, any date Collateral Obligations to be effected by the Issuer on such date) on deposit therein. Following the occurrence and continuance of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Loan Asset or Delayed Draw Loan Asset; provided that, until an Event of Default has occurred, at the amount withdrawn to fund such draw request shall not create any Borrowing Base Deficiency. Any such draw request made by an Obligor, along with wiring instructions for the applicable Obligor, shall be forwarded by the Servicer (on behalf written direction of the Borrower) to the Account Bank Liquidation Agent (with a copy to the Administrative AgentCollateral Administrator), the Collateral Agent and each Lender) Issuer Accounts Securities Intermediary shall transfer all amounts in the form of a Disbursement Request, and Unfunded Exposure Account and/or Unfunded Exposure Allocated Amounts to the Servicer (on behalf of the Borrower) shall instruct the applicable Collateral Account Bank to fund such draw request in accordance with the Disbursement Request; provided that at any time after delivery of Notice of Exclusive Control, the Collateral Agent shall so instruct the Account Bankbe applied pursuant to Section 11.1(a). At any time, the Servicer (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at Upon the direction of the Administrative Issuer by means of an instruction in writing to the Issuer Accounts Securities Intermediary (with a copy to the Collateral Administrator, the Trustee and the Liquidation Agent) may cause ), any amounts on deposit in the Unfunded Exposure Account which exceed and/or Unfunded Exposure Allocated Amounts in excess of the Unfunded Exposure Equity Amount as of any date of determination the Issuer shall be released to be deposited into the Principal Collection Account as Principal Collections.Collections Account. 116

Appears in 1 contract

Samples: Indenture (FS Energy & Power Fund)

Unfunded Exposure Account. On or prior to the last day of the Reinvestment Period, the Borrower shall fund an amount equal to the Unfunded Exposure Amount into the Unfunded Exposure Account. During the Reinvestment Period, no amounts shall be required to be deposited into the Unfunded Exposure Account (other than pursuant to Section 2.02(f) or Section 2.06(a)). Funds on deposit in the Unfunded Exposure Account as of any date of determination may be withdrawn to fund draw requests of the relevant Obligors under any Revolving Delayed Draw Loan Asset or Delayed Draw any Revolving Loan Asset; provided that, until an Event of Default has occurredduring the Amortization Period, the amount withdrawn to fund all such draw request requests shall not create any Borrowing Base Deficiencybe funded only from amounts on deposit in the Unfunded Exposure Account. Any such draw request made by an Obligor, along with wiring instructions for the applicable Obligor, shall be forwarded by the Servicer (on behalf of Borrower or the Borrower) Portfolio Manager to the Account Bank Collateral Agent (with a copy to the Administrative Agent, the Collateral Agent and each Lender) in the form of a Disbursement Request, and the Servicer (on behalf of the Borrower) Collateral Agent shall instruct the Account Bank to fund such draw request in accordance with the Disbursement Request; provided that at . Notwithstanding anything to the contrary herein, any time after delivery Principal Collections or Interest Collections paid to the Borrower shall be deposited promptly into the Unfunded Exposure Account to the extent required to cause the Unfunded Exposure Test to be satisfied. As of Notice any date of Exclusive Controldetermination, the Collateral Agent shall so instruct the Account Bank. At any time, the Servicer Portfolio Manager (or, after delivery of a Notice of Exclusive Control, the Collateral Agent acting at the direction of the Administrative Agent) may cause any amounts on deposit in the Unfunded Exposure Account which that exceed the Aggregate Unfunded Exposure Amount or, during the Revolving Period, the Unfunded Exposure Amount as of any date of determination Equity Amount, in each case, to be deposited into the Principal Collection Account Subaccount as Principal Collections or Interest Collection Subaccount as Interest Collections, as directed by the Portfolio Manager. If, at any time, the Administrative Agent determines that at Delayed Draw Loan Asset or a Revolving Loan Asset is no longer an Eligible Loan Asset, the Portfolio Manager (on behalf of the Borrower) shall use commercially reasonable efforts to sell such Delayed Draw Loan Asset or such Revolving Loan Asset in accordance with Section 2.07 to minimize the related Unfunded Exposure Amount.

Appears in 1 contract

Samples: Loan and Servicing Agreement (CION Investment Corp)

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