Standard Contracts
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 11, 2022, between OWL ROCK CORE INCOME CORP. The LENDERS and ISSUING BANKS Party Hereto and SUMITOMO MITSUI BANKING CORPORATION as Administrative Agent SUMITOMO MITSUI...Senior Secured Revolving Credit Agreement • August 12th, 2022 • Owl Rock Core Income Corp. • New York
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 11, 2022 (this “Agreement”), among OWL ROCK CORE INCOME CORP., a Maryland corporation (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent.
REGISTRATION RIGHTS AGREEMENT by and among Blue Owl Credit Income Corp., SMBC Nikko Securities America, Inc. ING Financial Markets LLC Morgan Stanley & Co. LLC MUFG Securities Americas Inc. and Wells Fargo Securities, LLC Dated as of May 21, 2024Registration Rights Agreement • May 21st, 2024 • Blue Owl Credit Income Corp. • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of May 14, 2024 (the “Purchase Agreement”), by and among the Company, Blue Owl Credit Advisors LLC, a Delaware limited liability company, and the Representatives 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. 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:
Custodian AgreementCustodian Agreement • October 16th, 2020 • Owl Rock Core Income Corp. • Massachusetts
This Agreement, dated as of October 14, 2020, is between Owl Rock Core Income Corp., a corporation organized and existing under the laws of the State of Maryland (the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • November 15th, 2024 • Blue Owl Credit Income Corp. • New York
THIS CREDIT AGREEMENT dated as of August 29, 2023, is entered into by and among CORE INCOME FUNDING VI LLC, a Delaware limited liability company, as Borrower, the Lenders party hereto from time to time, THE BANK OF NOVA SCOTIA, as Administrative Agent, STATE STREET BANK AND TRUST COMPANY, as Collateral Agent, Collateral Administrator and Custodian, and ALTER DOMUS (US) LLCSTATE STREET BANK AND TRUST COMPANY, as Document Custodian.
COLLATERAL MANAGEMENT AGREEMENTCollateral Management Agreement • October 31st, 2024 • Blue Owl Credit Income Corp. • New York
This Agreement, dated as of October 29, 2024 (this “Agreement”), is entered into by and between Owl Rock CLO XIX, 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 Credit Advisors LLC (“Blue Owl 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.
ContractCredit and Security Agreement • October 21st, 2024 • Blue Owl Credit Income Corp. • New York
AMENDMENT NO. 1 TO CREDIT AND SECURITY AGREEMENT, dated as of October 18, 2024 (this “Amendment”), among Core Income Funding VII LLC, as borrower (the “Borrower”), Blue Owl Credit Income Corp., as collateral manager (the “Collateral Manager”) and as equityholder (the “Equityholder”) and Citibank, N.A., as lender (the “Lender”) and as administrative agent (the “Administrative Agent”).
INDENTURE by and between OWL ROCK CLO XVII, LLC, as Issuer and STATE STREET BANK AND TRUST COMPANY, as Trustee Dated as of July 18, 2024Indenture • July 23rd, 2024 • Blue Owl Credit Income Corp. • New York
used with respect to any accountant may include an accountant who audits the books of such Person if in addition to satisfying the criteria set forth above, the accountant is independent with respect to such Person within the meaning of Rule 101 of the Code of Professional Conduct of the American Institute of Certified Public Accountants. For purposes of this definition, no special member, manager, director or independent review party of any Person will fail to be Independent solely because such Person acts as an independent special member, independent manager, independent director or independent review party thereof or of any such Person’s affiliates.
LOAN SALE AGREEMENT between CORE INCOME FUNDING III LLC as Seller and OWL ROCK CLO XIX, LLC as Purchaser Dated as of October 29, 2024Loan Sale Agreement • October 31st, 2024 • Blue Owl Credit Income Corp. • New York
This LOAN SALE AGREEMENT, dated as of October 29, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CORE INCOME FUNDING III LLC, a Delaware limited liability company, as seller (in such capacity, the “Seller”) and OWL ROCK CLO XIX, LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
INDENTURE AND SECURITY AGREEMENT by and between OWL ROCK CLO XIX, LLC, as Issuer and STATE STREET BANK AND TRUST COMPANY, as Collateral Trustee Dated as of October 29, 2024Indenture and Security Agreement • October 31st, 2024 • Blue Owl Credit Income Corp. • New York
This INDENTURE AND SECURITY AGREEMENT, dated as of October 29, 2024, by and between OWL ROCK CLO XIX, 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 collateral trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Collateral Trustee”).
AMENDED AND RESTATED ADMINISTRATION AGREEMENT BETWEEN OWL ROCK CORE INCOME CORP. AND OWL ROCK CAPITAL ADVISORS LLCAdministration Agreement • May 20th, 2021 • Owl Rock Core Income Corp. • Delaware
This Amended and Restated Agreement (“Agreement”) is made as of May 18, 2021 by and between OWL ROCK CORE INCOME CORP., a Maryland corporation (the “Company”), and OWL ROCK CAPITAL ADVISORS LLC, a Delaware limited liability company (the “Administrator”).
LICENSE AGREEMENTLicense Agreement • October 16th, 2020 • Owl Rock Core Income Corp. • New York
This LICENSE AGREEMENT (this “Agreement”) is made and effective as of September 30, 2020 (the “Effective Date”) by and between Owl Rock Capital Partners LP (the “Licensor”), a Delaware limited partnership, and Owl Rock Core Income Corp., a Maryland corporation (the “Licensee”) (each a “party,” and collectively, the “parties”).
SALE AND CONTRIBUTION AGREEMENT between BLUE OWL CREDIT INCOME CORP. as Seller and CORE INCOME FUNDING VI LLC as Purchaser Dated as of August 29, 2023Sale and Contribution Agreement • August 31st, 2023 • Blue Owl Credit Income Corp. • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of August 29, 2023 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between BLUE OWL CREDIT INCOME CORP., a Maryland corporation, as seller (in such capacity, the “Seller”), and CORE INCOME FUNDING VI LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
LICENSE AGREEMENTLicense Agreement • July 6th, 2023 • Owl Rock Core Income Corp. • 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 Credit Income Corp., a Maryland corporation (the “Licensee”), on the other hand (each a “party,” and collectively, the “parties”).
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • October 16th, 2020 • Owl Rock Core Income Corp. • Maryland
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this 30th day of September, 2020, by and between Owl Rock Core Income Corp., a Maryland Corporation (the “Company”), and Owl Rock Capital Advisor LLC (the “Advisor”).
October 14, 2022 ORCIC JV WH II LLC, as Pledgor U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Secured Party and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary SECURITIES ACCOUNT CONTROL AGREEMENTSecurities Account Control Agreement • October 18th, 2022 • Owl Rock Core Income Corp. • New York
This SECURITIES ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of October 14, 2022, among ORCIC JV WH II LLC (the “Pledgor”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as collateral custodian (the “Collateral Custodian”) on behalf of the Secured Parties to the Loan Agreement defined below (the “Secured Party”) and U.S. BANK NATIONAL ASSOCIATION, as securities intermediary (the “Securities Intermediary”).
ESCROW AGREEMENTEscrow Agreement • October 16th, 2020 • Owl Rock Core Income Corp. • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of this [•] day of [•], 2020 by and among Owl Rock Capital Securities LLC, a Delaware limited liability company (the “Dealer Manager”), Owl Rock Core Income Corp., a Maryland corporation (the “Company”), and UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”).
FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • November 6th, 2023 • Blue Owl Credit Income Corp. • New York
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 11, 2022 (this “Agreement”), among OWL ROCK COREBLUE OWL CREDIT INCOME CORP., a Maryland corporation (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent.
SALE AND CONTRIBUTION AGREEMENT between BLUE OWL CREDIT INCOME CORP., as Seller and CORE INCOME FUNDING VII LLC, as Purchaser Dated as of May 21, 2024Sale and Contribution Agreement • May 23rd, 2024 • Blue Owl Credit Income Corp. • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of May 21, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between BLUE OWL CREDIT INCOME CORP., a Maryland corporation, as seller (in such capacity, the “Seller”) and CORE INCOME FUNDING VII LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
CLASS A-1L-1 LOAN AGREEMENT dated as of October 29, 2024 among Owl Rock CLO XIX, LLC as Borrower, the Lenders party hereto, State Street Bank and Trust Company as Loan Agent and as Collateral TrusteeLoan Agreement • October 31st, 2024 • Blue Owl Credit Income Corp. • New York
This CLASS A-1L-1 LOAN AGREEMENT (this “Agreement”), dated as of October 29, 2024 is entered into by and among Owl Rock CLO XIX, 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 collateral trustee under the Indenture (in such capacity, the “Collateral Trustee”).
LOAN SALE AGREEMENT between OWL ROCK CORE INCOME CORP. as Seller and OWL ROCK CLO XI, LLC as Purchaser Dated as of May 24, 2023Loan Sale Agreement • May 26th, 2023 • Owl Rock Core Income Corp. • New York
This LOAN SALE AGREEMENT, dated as of May 24, 2023 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between OWL ROCK CORE INCOME CORP., a Maryland Corporation, as seller (in such capacity, the “Seller”) and OWL ROCK CLO XI, LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
ORCIC SENIOR LOAN FUND LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • November 3rd, 2022 • Owl Rock Core Income Corp. • Ohio
This Limited Liability Company Agreement, dated as of November 2, 2022, is entered into by and between Owl Rock Core Income Corp. and State Teachers Retirement System of Ohio (collectively, the “Members”).
OWL ROCK CORE INCOME CORP. FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • October 16th, 2020 • Owl Rock Core Income Corp. • New York
TERMINATION AGREEMENTTermination Agreement • June 23rd, 2022 • Owl Rock Core Income Corp. • Delaware
THIS TERMINATION AGREEMENT (this “Agreement”) is made and entered into as of June 22, 2022 by and between Owl Rock Core Income Corp., a Maryland corporation (the “Borrower”), and Owl Rock Feeder FIC ORCIC Debt LLC, a Delaware limited liability company (the “Lender”). The Borrower and the Lender are sometimes referred to herein as the “Parties.”
MASTER SALE AND PARTICIPATION AGREEMENT Owl Rock Core Income Corp. and ORCIC JV WH II LLCMaster Sale and Participation Agreement • October 18th, 2022 • Owl Rock Core Income Corp. • New York
Accordingly, in consideration of the mutual agreements set forth herein and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:
SALE AND CONTRIBUTION AGREEMENT between OWL ROCK CORE INCOME CORP., as Seller and CORE INCOME FUNDING III LLC, as Purchaser Dated as of March 24, 2022Sale and Contribution Agreement • March 28th, 2022 • Owl Rock Core Income Corp. • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of March 24, 2022 (as amended, supplemented or otherwise modified from time to time in accordance with its terms, this “Agreement”), between OWL ROCK CORE INCOME CORP., a Maryland Corporation, as seller (in such capacity, the “Seller”) and CORE INCOME FUNDING III LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
CREDIT AGREEMENT Dated as of August 24, 2022 among ORCIC JV WH LLC, as Borrower, THE LENDERS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent and BofA SECURITIES, INC., as Sole Lead Arranger and Sole Book ManagerCredit Agreement • August 25th, 2022 • Owl Rock Core Income Corp. • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of August 24, 2022, among ORCIC JV WH LLC, a Delaware limited liability company, (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, together with its successors and assigns, the “Administrative Agent”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN OWL ROCK CORE INCOME CORP. AND OWL ROCK CAPITAL ADVISORS LLCInvestment Advisory Agreement • May 20th, 2021 • Owl Rock Core Income Corp. • Delaware
This Amended and Restated Investment Advisory Agreement (the “Agreement”) is made as of May 18, 2021, by and between Owl Rock Core Income Corp., a Maryland corporation (the “Company”), and Owl Rock Capital Advisors LLC, a Delaware limited liability company (the “Adviser”)
ARTICLE II Amendments to Loan and Security AgreementLoan and Security Agreement • July 3rd, 2024 • Blue Owl Credit Income Corp. • New York
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of March 9, 2023, by and among:
FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • March 7th, 2024 • Blue Owl Credit Income Corp. • New York
THIS FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of November 2, 2023 (this “Amendment”), to the Existing Credit Agreement (capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in Article I) is among BLUE OWL CREDIT INCOME CORP. (f/k/a OWL ROCK CORE INCOME CORP.), a Maryland corporation (the “Borrower”), solely with respect to Section 6.9, the SUBSIDIARY GUARANTORS party hereto, the LENDERS party hereto and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent (the “Administrative Agent”).
SALE AND CONTRIBUTION AGREEMENT between BLUE OWL CREDIT INCOME CORP. as Seller and CORE INCOME FUNDING VIII LLC as Purchaser Dated as of December 17, 2024Sale and Contribution Agreement • December 20th, 2024 • Blue Owl Credit Income Corp. • New York
This SALE AND CONTRIBUTION AGREEMENT, dated as of December 17, 2024 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between BLUE OWL CREDIT INCOME CORP., a Maryland corporation, as seller (in such capacity, the “Seller”), and CORE INCOME FUNDING VIII LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
SECURITY AGREEMENT By ORCIC JV WH LLC, as Pledgor and BANK OF AMERICA, N.A., as Administrative Agent on behalf of the Secured Parties Dated as of August 24, 2022Security Agreement • August 25th, 2022 • Owl Rock Core Income Corp.
This SECURITY AGREEMENT dated as of August 24, 2022 (as may be amended, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”) made by ORCIC JV WH LLC, a Delaware limited liability company (the “Borrower” or the “Pledgor”), as pledgor, assignor and debtor, in favor of BANK OF AMERICA, N.A., in its capacity as administrative agent pursuant to the Credit Agreement (as hereinafter defined), as pledgee, assignee and secured party (in such capacities and together with any successors in such capacities, the “Administrative Agent”).
LOAN SALE AGREEMENT between BLUE OWL CREDIT INCOME CORP. as Seller and OWL ROCK CLO XII, LLC as Purchaser Dated as of July 18, 2023Loan Sale Agreement • July 19th, 2023 • Blue Owl Credit Income Corp. • New York
This LOAN SALE AGREEMENT, dated as of July 18, 2023 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between BLUE OWL CREDIT INCOME CORP., a Maryland Corporation, as seller (in such capacity, the “Seller”) and OWL ROCK CLO XII, LLC, a Delaware limited liability company, as purchaser (in such capacity, the “Purchaser”).
AMENDMENT TO LOAN AGREEMENTLoan Agreement • May 21st, 2021 • Owl Rock Core Income Corp.
THIS AMNEDMENT No. 1 (the “Amendment”) to the LOAN AGREEMENT (the “Agreement”) by and between Owl Rock Feeder FIC ORCIC Debt LLC, a Delaware limited liability company (“Lender”) and Owl Rock Core Income Corp., a Maryland corporation (the “Borrower”) is made, entered into and effective as of March 31, 2021 (the “Effective Date”).
COLLATERAL ADMINISTRATION AGREEMENTCollateral Administration Agreement • October 18th, 2022 • Owl Rock Core Income Corp. • New York
This COLLATERAL ADMINISTRATION AGREEMENT, dated as of October 14, 2022 (this “Agreement”), is entered into by and among ORCIC JV WH II LLC, a limited liability company organized under the laws of the State of Delaware, in its capacity as borrower under the Loan Agreement referred to below (the “Borrower”) and together with the Borrower and each CLO Subsidiary from time to time party to the Loan Agreement, the “Borrower Parties”), ORCIC BC 9 LLC, a limited liability company organized under the laws of the State of Delaware, in its capacity as collateral manager under the Loan Agreement referred to below (the “Collateral Manager”), and U.S. Bank Trust Company, National Association (“U.S. Bank”), a national banking association, in its capacity as collateral administrator (in such capacity, the “Collateral Administrator”).
JOINDER AGREEMENTJoinder Agreement • July 12th, 2022 • Owl Rock Core Income Corp. • New York
JOINDER AGREEMENT, dated as of the date set forth in Item 1 of Schedule I hereto, among the financial institution identified in Item 2 of Schedule I hereto, Core Income Funding II LLC, as the borrower (the “Borrower”) and Deutsche Bank AG, New York Branch, as the facility agent (the “Facility Agent”).
