JOINT FILING AGREEMENT August 4, 2020Joint Filing Agreement • August 4th, 2020 • Owl Rock Capital Corp III
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party.
CUSTODIAN AGREEMENTCustodian Agreement • July 17th, 2020 • Owl Rock Capital Corp III • Massachusetts
ADDENDUM to that certain Custodian Agreement (the “Custodian Agreement”) by and between OWL ROCK CAPITAL CORPORATION III, a corporation organized and existing under the laws of the State of Maryland, (the “Company”) and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
REGISTRATION RIGHTS AGREEMENT by and among Owl Rock Capital Corporation III, and SMBC Nikko Securities America, Inc. Dated as of October 13, 2021Registration Rights Agreement • October 14th, 2021 • Owl Rock Capital Corp III • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of October 5, 2021 (the “Purchase Agreement”), by and among the Company, Owl Rock Diversified Advisors LLC, a Delaware limited liability company, and the Representatives on behalf of the Initial Purchasers (i) for the benefit of the Initial Purchasers and (ii) for the benefit of the holders from time to time of the Registrable Notes, including the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Notes, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers as set forth in Section 7(k) of the Purchase Agreement. The parties hereby agree as follows:
INDENTURE AND SECURITY AGREEMENT by and between OWL ROCK CLO XIV, LLC, as Issuer and STATE STREET BANK AND TRUST COMPANY, as Trustee Dated as of November 21, 2023Indenture and Security Agreement • November 27th, 2023 • Blue Owl Capital Corp III • New York
This INDENTURE AND SECURITY AGREEMENT, dated as of November 21, 2023, by and between OWL ROCK CLO XIV, LLC, a limited liability company organized under the laws of the State of Delaware (together with its permitted successors and assigns, the “Issuer”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Trustee”).
COLLATERAL MANAGEMENT AGREEMENTCollateral Management Agreement • November 27th, 2023 • Blue Owl Capital Corp III • New York
This Agreement, dated as of November 21, 2023 (this “Agreement”), is entered into by and between Owl Rock CLO XIV, LLC, a limited liability company organized under the laws of the State of Delaware, with its registered office at the offices of Puglisi & Associates, 850 Library Avenue, Suite 204, Newark, Delaware 19711 (together with successors and assigns permitted hereunder, the “Issuer”), and Blue Owl Diversified Credit Advisors LLC (“Blue Owl Diversified Credit Advisors”), a Delaware limited liability company, with its principal offices located at 399 Park Avenue, 37th Floor, New York, NY 10022, as collateral manager (in such capacity, the “Collateral Manager”). Capitalized terms used and not otherwise defined herein have the meanings assigned to them in the Indenture.
REVOLVING CREDIT AGREEMENT OWL ROCK CAPITAL CORPORATION III, as the Initial Borrower and STATE STREET BANK AND TRUST COMPANY, as the Administrative Agent, Letter of Credit Issuer, Sole Bookrunner, a Co-Lead Arranger and a Lender PNC CAPITAL MARKETS...Revolving Credit Agreement • August 17th, 2020 • Owl Rock Capital Corp III • New York
THIS REVOLVING CREDIT AGREEMENT, is dated as of August 12, 2020, by and among OWL ROCK CAPITAL CORPORATION III, a Maryland corporation (the “Initial Borrower”, and collectively with any other Borrower becoming party hereto (including Qualified Borrowers, the “Borrowers”)), the banks and financial institutions from time to time party hereto as Lenders, and STATE STREET BANK AND TRUST COMPANY (“State Street”), as the Administrative Agent (as hereinafter defined) for the Secured Parties, the Sole Bookrunner, a Co-Lead Arranger and the Letter of Credit Issuer (each as hereinafter defined) and PNC CAPITAL MARKETS LLC, as a Co-Lead Arranger.
AMENDED AND RESTATED ADMINISTRATION AGREEMENT BETWEEN OWL ROCK CAPITAL CORPORATION III AND OWL ROCK DIVERSIFIED ADVISORS LLCAdministration Agreement • May 20th, 2021 • Owl Rock Capital Corp III • Delaware
This Amended and Restated Agreement (“Agreement”) is made as of May 18, 2021 by and between OWL ROCK CAPITAL CORPORATION III, a Maryland corporation (the “Company”), and OWL ROCK DIVERSIFIED ADVISORS LLC, a Delaware limited liability company (the “Administrator”).
LICENSE AGREEMENTLicense Agreement • June 5th, 2020 • Owl Rock Capital Corp III • New York
This LICENSE AGREEMENT (this “Agreement”) is made and effective as of June 4, 2020 (the “Effective Date”) by and between Owl Rock Capital Partners LP (the “Licensor”), a Delaware limited partnership, and Owl Rock Capital Corporation III, a Maryland corporation (the “Licensee”) (each a “party,” and collectively, the “parties”).
LOAN SALE AGREEMENT between ORCC III Financing LLC as Seller and OWL ROCK CLO XIV, LLC as Purchaser Dated as of November 21, 2023Loan Sale Agreement • November 27th, 2023 • Blue Owl Capital Corp III • New York
This LOAN SALE AGREEMENT, dated as of November 21, 2023 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between ORCC III Financing LLC, a Delaware limited liability company, as seller (in such capacity, the “Seller”) and OWL ROCK CLO XIV, LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
SALE AND CONTRIBUTION AGREEMENT between OWL ROCK CAPITAL CORPORATION III as Seller and ORCC III FINANCING II LLC as Purchaser Dated as of December 2, 2021Sale and Contribution Agreement • December 7th, 2021 • Owl Rock Capital Corp III • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of December 2, 2021 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between OWL ROCK CAPITAL CORPORATION III, a Maryland corporation, as seller (in such capacity, the “Seller”) and ORCC III FINANCING II LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
ARTICLE II Amendments to the Loan AgreementLoan and Servicing Agreement • December 14th, 2023 • Blue Owl Capital Corp III • New York
THIS LOAN AND SERVICING AGREEMENT is made and entered into as of July 29, 2021, among ORCC III FINANCING LLC, a Delaware limited liability company (the “Borrower”), BLUE OWL ROCK CAPITAL CORPORATION III (F/K/A OWL ROCK CAPITAL CORPORATION III), a Maryland corporation, as Equityholder (as hereinafter defined) and BLUE OWL DIVERSIFIED CREDIT ADVISORS LLC (F/K/A OWL ROCK DIVERSIFIED ADVISORS LLC), as Collateral Manager (as hereinafter defined), each LENDER (as hereinafter defined) FROM TIME TO TIME PARTY HERETO, the LENDER AGENTS for the Lender Groups (as hereinafter defined) from time to time parties hereto (each such party, in such capacity, together with their respective successors and permitted assigns in such capacity, a “Lender Agent”), ALTER DOMUS (US) LLC, as Collateral Custodian (as hereinafter defined), STATE STREET BANK AND TRUST COMPANY, as Collateral Agent (as hereinafter defined), and SOCIÉTÉ GÉNÉRALE, as Agent (in such capacity, together with its successors and permitted as
OWL ROCK CAPITAL CORPORATION III $142,000,000 7.50% Series 2022A Senior Notes, Tranche A, due July 21, 2025 $190,000,000 7.58% Series 2022A Senior Notes, Tranche B, due July 21, 2027 MASTER NOTE PURCHASE AGREEMENT Dated July 21, 2022Master Note Purchase Agreement • July 21st, 2022 • Owl Rock Capital Corp III • New York
Owl Rock Capital Corporation III, a Maryland corporation (together with its successors and assigns, the “Company”), agrees with each of the Purchasers as follows:
LICENSE AGREEMENTLicense Agreement • July 6th, 2023 • Owl Rock Capital Corp III • New York
This LICENSE AGREEMENT (this “Agreement”) is made and effective as of July 6, 2023 (the “Effective Date”) by and between Blue Owl Capital Holdings LLC, a Delaware limited liability company (the “Licensor”), on the one hand, and Blue Owl Capital Corporation III, a Maryland corporation (the “Licensee”), on the other hand (each a “party,” and collectively, the “parties”).
SALE AND CONTRIBUTION AGREEMENT between OWL ROCK CAPITAL CORPORATION III, as Seller and ORCC III FINANCING LLC as Purchaser Dated as of July 29, 2021Sale and Contribution Agreement • August 2nd, 2021 • Owl Rock Capital Corp III • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of July 29, 2021 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between OWL ROCK CAPITAL CORPORATION III, a Maryland corporation, as seller (in such capacity, the “Seller”) and ORCC III FINANCING LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
SUBSCRIPTION AGREEMENTOwl Rock Capital Corp III • June 5th, 2020 • Maryland
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 5th, 2020 • Owl Rock Capital Corp III • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into this day of 2020, by and between Owl Rock Capital Corporation III, a Maryland corporation (the “Company”), and the undersigned (“Indemnitee”).
AMENDMENT NO. 1Senior Secured Revolving Credit Agreement • December 26th, 2023 • Blue Owl Capital Corp III • New York
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of December 14, 2022 (this “Agreement”), among OWL ROCKBLUE OWL CAPITAL CORPORATION III, a Maryland corporation (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
SALE AND CONTRIBUTION AGREEMENT between BLUE OWL CAPITAL CORPORATION III, as Seller and OBDC III FINANCING III LLC, as Purchaser Dated as of March 20, 2024Sale and Contribution Agreement • March 25th, 2024 • Blue Owl Capital Corp III
This SALE AND CONTRIBUTION AGREEMENT, dated as of March 20, 2024 (as amended, supplemented or otherwise modified from time to time in accordance with its terms, this “Agreement”), between BLUE OWL CAPITAL CORPORATION III, a Maryland corporation, as seller (in such capacity, the “Seller”) and OBDC III FINANCING III LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
OWL ROCK CAPITAL CORPORATION III FIRST SUPPLEMENT TO MASTER NOTE PURCHASE AGREEMENT Dated as of December 22, 2022 Re: $60,000,000 7.58% Series 2022B Senior Notes Due July 21, 2027Master Note Purchase Agreement • December 27th, 2022 • Owl Rock Capital Corp III
This First Supplement to Master Note Purchase Agreement (this “Supplement”) is between Owl Rock Capital Corporation III, a Maryland corporation (the “Company”), and the institutional investors named on Schedule A attached hereto (the “Additional Purchasers”).
AGREEMENT AND PLAN OF MERGER among BLUE OWL CAPITAL CORPORATION, CARDINAL MERGER SUB INC., BLUE OWL CAPITAL CORPORATION III, BLUE OWL CREDIT ADVISORS LLC (for the limited purposes set forth herein) and BLUE OWL DIVERSIFIED CREDIT ADVISORS LLC (for the...Agreement and Plan of Merger • August 7th, 2024 • Blue Owl Capital Corp III • Maryland
AGREEMENT AND PLAN OF MERGER, dated as of August 7, 2024 (this “Agreement”), among Blue Owl Capital Corporation, a Maryland corporation (“OBDC”), Cardinal Merger Sub Inc., a Maryland corporation and wholly-owned direct Consolidated Subsidiary of OBDC (“Merger Sub”), Blue Owl Capital Corporation III, a Maryland corporation (“OBDE”), and, (x) solely for the purposes of Section 2.06, Article V, Section 8.01(g), Section 9.04 and Article XI, Blue Owl Credit Advisors LLC, a Delaware limited liability company (“OBDC Adviser”), and, (y) solely for the purposes of Section 1.09, Section 2.06, Article V, Section 8.01(g), Section 9.04 and Article XI, Blue Owl Diversified Credit Advisors LLC, a Delaware limited liability company (“OBDE Adviser” and together with OBDC Adviser, the “Advisers”), indirect affiliates of Blue Owl Capital Inc. (“Blue Owl”).
ARTICLE II Amendments to the Loan AgreementLoan and Servicing Agreement • July 2nd, 2024 • Blue Owl Capital Corp III • New York
THIS LOAN AND SERVICING AGREEMENT is made and entered into as of July 29, 2021, among ORCC III FINANCING LLC, a Delaware limited liability company (the “Borrower”), BLUE OWL CAPITAL CORPORATION III (F/K/A OWL ROCK CAPITAL CORPORATION III), a Maryland corporation, as Equityholder (as hereinafter defined) and BLUE OWL DIVERSIFIED CREDIT ADVISORS LLC (F/K/A OWL ROCK DIVERSIFIED ADVISORS LLC), as Collateral Manager (as hereinafter defined), each LENDER (as hereinafter defined) FROM TIME TO TIME PARTY HERETO, the LENDER AGENTS for the Lender Groups (as hereinafter defined) from time to time parties hereto (each such party, in such capacity, together with their respective successors and permitted assigns in such capacity, a “Lender Agent”), ALTER DOMUS (US) LLC, as Collateral Custodian (as hereinafter defined), STATE STREET BANK AND TRUST COMPANY, as Collateral Agent (as hereinafter defined), and SOCIÉTÉ GÉNÉRALE, as Agent (in such capacity, together with its successors and permitted assigns
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN OWL ROCK CAPITAL CORPORATION III AND OWL ROCK DIVERSIFIED ADVISORS LLCInvestment Advisory Agreement • May 20th, 2021 • Owl Rock Capital Corp III • Delaware
This Amended and Restated Agreement (the “Agreement”) is made as of May 18, 2021, by and between Owl Rock Capital Corporation III, a Maryland corporation (the “Company”), and Owl Rock Diversified Advisors LLC, a Delaware limited liability company (the “Adviser”).
CLASS A-L LOAN AGREEMENT dated as of November 21, 2023 among Owl Rock CLO XIV, LLC as Borrower, the Lenders party hereto, State Street Bank and Trust Company as Loan Agent and as Trustee-L Loan Agreement • November 27th, 2023 • Blue Owl Capital Corp III • New York
This CLASS A-L LOAN AGREEMENT (this “Agreement”), dated as of November 21, 2023 is entered into by and among Owl Rock CLO XIV, LLC, a limited liability company organized under the laws of the State of Delaware, as the borrower (the “Borrower”), the Lenders (as defined below) from time to time party hereto and State Street Bank and Trust Company, a Massachusetts trust company (the “Bank”), as loan agent (the “Loan Agent”) and as trustee under the Indenture (in such capacity, the “Trustee”).
INVESTMENT ADVISORY AGREEMENT BETWEEN OWL ROCK CAPITAL CORPORATION III AND OWL ROCK DIVERSIFIED ADVISORS LLCInvestment Advisory Agreement • June 5th, 2020 • Owl Rock Capital Corp III • Delaware
This Agreement (the “Agreement”) is made as of June 4, 2020, by and between Owl Rock Capital Corporation III, a Maryland corporation (the “Company”), and Owl Rock Diversified Advisors LLC, a Delaware limited liability company (the “Adviser”).
OWL ROCK CAPITAL CORPORATION III SECOND SUPPLEMENT TO MASTER NOTE PURCHASE AGREEMENT Dated as of June 29, 2023Master Note Purchase Agreement • June 30th, 2023 • Owl Rock Capital Corp III
This Second Supplement to Master Note Purchase Agreement (the “Supplement”) is between Owl Rock Capital Corporation III, a Maryland corporation (the “Company”), and the institutional investors named on Schedule A attached hereto (the “Additional Purchasers”).
TERMINATION AGREEMENTTermination Agreement • June 27th, 2022 • Owl Rock Capital Corp III • Delaware
THIS TERMINATION AGREEMENT (this “Agreement”) is made and entered into as of June 22, 2022 by and between Owl Rock Capital Corporation III, a Maryland corporation (the “Borrower”), and Owl Rock Feeder FIC BDC III LLC, a Delaware limited liability company (the “Lender”). The Borrower and the Lender are sometimes referred to herein as the “Parties.”
