Special Value Continuation Partners, LP Sample Contracts

Exhibit K CREDIT AGREEMENT dated as of July 31, 2006
Credit Agreement • October 31st, 2006 • Special Value Continuation Partners, LP • New York
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AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT dated as of July 31, 2006 and amended and restated as of [ ], 2011 BY AND BETWEEN SPECIAL VALUE CONTINUATION PARTNERS, LP, a Delaware limited partnership AND TENNENBAUM CAPITAL PARTNERS, LLC, a...
Investment Management Agreement • May 6th, 2011 • Special Value Continuation Partners, LP • New York

This Investment Management Agreement (the "Agreement"), dated as of July 31, 2006, is made by and between Special Value Continuation Partners, LP (the "Company"), a Delaware limited partnership which will elect to be treated as a business development company under the Investment Company Act of 1940 (the "1940 Act"), and Tennenbaum Capital Partners, LLC (the "Investment Manager"), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940 (the "Advisers Act"). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to them in the Partnership Agreement of the Company dated as of July 31, 2006 (as the same may be amended from time to time, the "Partnership Agreement").

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BY AND AMONG
Co-Management Agreement • October 31st, 2006 • Special Value Continuation Partners, LP • New York
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OF
Partnership Agreement • October 31st, 2006 • Special Value Continuation Partners, LP • Delaware
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FORM OF ADMINISTRATION AGREEMENT
Administration Agreement • May 6th, 2011 • Special Value Continuation Partners, LP • New York

AGREEMENT (this "Agreement") made as of [ ], 2011 by and between Special Value Continuation Partners, LP, a Delaware limited partnership (hereinafter referred to as the "Corporation"), and SVOF/MM, LLC, a Delaware limited liability company (hereinafter referred to as the "Administrator").

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Exhibit J CUSTODIAL AGREEMENT Dated as of July 31, 2006
Custodial Agreement • October 31st, 2006 • Special Value Continuation Partners, LP • New York
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THIRD AMENDED AND RESTATED PARTNERSHIP AGREEMENT OF SPECIAL VALUE CONTINUATION PARTNERS, LP
Partnership Agreement • April 12th, 2018 • Special Value Continuation Partners, LP • Delaware

This Third Amended and Restated Partnership Agreement, dated as of April 11, 2018 (this "Agreement"), when executed by TCP Capital Corp. (the "Parent") as limited partner and by Series H of SVOF/MM, LLC (the "General Partner") as general partner, shall be the partnership agreement of the Company.

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BY AND BETWEEN
Investment Management Agreement • October 31st, 2006 • Special Value Continuation Partners, LP • New York
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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 6th, 2011 • Special Value Continuation Partners, LP

THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of February 28, 2011 (this "Amendment"), is entered into by and among SPECIAL VALUE CONTINUATION PARTNERS, LP, a Delaware limited partnership (the "Borrower"), and WELLS FARGO SECURITIES, LLC (f/k/a WACHOVIA CAPITAL MARKETS, LLC), as administrative agent and arranger for the Lenders (in such capacity, the "Administrative Agent"), and various financial institutions set forth on the signature pages hereto, as Lenders under the Credit Agreement (together, the "Lenders").

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CREDIT AGREEMENT dated as of July 31, 2006 among SPECIAL VALUE CONTINUATION PARTNERS, LP, as Borrower, VARIOUS FINANCIAL INSTITUTIONS, as Lenders and WACHOVIA CAPITAL MARKETS, LLC, as Administrative Agent and Arranger
Credit Agreement • May 6th, 2011 • Special Value Continuation Partners, LP • New York

THIS CREDIT AGREEMENT, dated as of July 31, 2006 (this “Agreement”), is entered into by and among SPECIAL VALUE CONTINUATION PARTNERS LP, a limited partnership formed under the laws of the State of Delaware (the “Borrower”), VARIOUS FINANCIAL INSTITUTIONS which are, or may become, parties hereto as Lenders, and WACHOVIA CAPITAL MARKETS, LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as arranger (in such capacity, the “Arranger”).

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CUSTODIAL AGREEMENT Dated as of July 31, 2006 Among SPECIAL VALUE CONTINUATION PARTNERS, LP, as Borrower, WACHOVIA CAPITAL MARKETS, LLC, as Administrative Agent and as Secured Parties Representative, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as...
Custodial Agreement • May 6th, 2011 • Special Value Continuation Partners, LP • New York

CUSTODIAL AGREEMENT (as amended, supplemented or otherwise modified from time to time, this "Agreement"), dated as of July 31, 2006, by and among (a) Special Value Continuation Partners, LP, a Delaware limited partnership (the "Fund"), (b) Wells Fargo Bank, National Association, as agent, bailee, custodian and securities intermediary for the Fund, the Secured Parties Representative (as defined below) and the Administrative Agent (as defined below) (in such capacity and together with any successor thereto, the "Custodian"), (c) Wachovia Capital Markets, LLC, as Administrative Agent (in such capacity and together with any successor thereto, the "Administrative Agent") under the Credit Agreement, dated as of July 31, 2006, by and among the Fund, the Lenders party thereto (the "Lenders"), the Administrative Agent and Wachovia Capital Markets, LLC, as Arranger (the "Arranger") (as the same may be amended, extended, restated, supplemented, modified, refinanced, refunded or replaced (in whole

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