FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • September 23rd, 2020 • Franklin BSP Capital L.L.C. • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of _______________, 2020, by and between Franklin BSP Capital L.L.C., a Delaware limited liability company (together with any successor thereto, including, after conversion to a Delaware corporation, Franklin BSP Capital Corporation, the “Company”), and _________________________ (“Indemnitee”).1
CUSTODY AGREEMENT dated as of [●], 2020 by and between FRANKLIN BSP CAPITAL CORPORATION (“Company”) and [U.S. BANK NATIONAL ASSOCIATION] (“Custodian”)Custody Agreement • September 23rd, 2020 • Franklin BSP Capital L.L.C. • Massachusetts
THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of [●], 2020 and is by and between FRANKLIN BSP CAPITAL CORPORATION (and any successor or permitted assign), a corporation organized under the laws of the State of Delaware (the “Company”), having its principal place of business at 9 West 57th Street, Suite 4920, New York, NY 10019, and [U.S. BANK NATIONAL ASSOCIATION] (or any successor or permitted assign acting as custodian hereunder, the “Custodian”), a national banking association having a place of business at [One Federal Street, Boston, MA 02110].
SECOND AMENDMENT TO LOAN AND SERVICING AGREEMENT (this “Amendment”), dated as of December 15, 2021 (the “Amendment Date”), among FBCC Lending I, LLC, a Delaware limited liability company (together with its successors and assigns in such capacity, the...Loan and Servicing Agreement • March 17th, 2022 • Franklin BSP Capital Corp • New York
WHEREAS, the Borrower, the Required Lender, the Administrative Agent, and the Servicer are party to that certain Loan and Servicing Agreement, dated as of March 15, 2021 (as the same may be amended, modified or supplemented prior to the Amendment Date in accordance with the terms thereof, the “Loan and Servicing Agreement”), by and among the Borrower, the Servicer, Franklin BSP Capital Corporation, as the transferor, each of the lenders from time to time party thereto (the “Lenders”), the Administrative Agent and U.S. Bank National Association, as the collateral agent, the account bank and the collateral custodian, providing, among other things, for the making and the administration of the Advances by the Lenders to the Borrower; and
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 15th, 2024 • Franklin BSP Capital Corp • New York
LOAN AND SECURITY AGREEMENT dated as of October 4, 2023 (this “Agreement”) among FBCC JUPITER FUNDING, LLC, as borrower (the “Company”); FRANKLIN BSP CAPITAL ADVISER L.L.C., as portfolio manager (in such capacity, the “Portfolio Manager”); the Lenders party hereto; U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacities as collateral agent (in such capacity, the “Collateral Agent”) and collateral administrator (in such capacity, the “Collateral Administrator”); U.S. BANK NATIONAL ASSOCIATION, in its capacity as securities intermediary (in such capacity, the “Securities Intermediary”); and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”).
ADMINISTRATION AGREEMENTAdministration Agreement • September 23rd, 2020 • Franklin BSP Capital L.L.C. • New York
This ADMINISTRATION AGREEMENT (the “Agreement”) made as of [●], 2020 by and between Franklin BSP Capital Corporation, a Delaware corporation (the “Corporation”), and Benefit Street Partners L.L.C., a Delaware limited liability company (the “Administrator”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN FRANKLIN BSP CAPITAL CORPORATION AND FRANKLIN BSP CAPITAL ADVISER L.L.C.Investment Advisory Agreement • January 24th, 2024 • Franklin BSP Capital Corp • New York
This Amended and Restated Investment Advisory Agreement (this “Agreement”) is made as of January 24, 2024, by and between Franklin BSP Capital Corporation, a Delaware corporation (the “Company”), and Franklin BSP Capital Adviser L.L.C., a Delaware limited liability company (the “Adviser”).
REGISTRATION RIGHTS AGREEMENT by and among Franklin BSP Capital Corporation and BofA Securities, Inc. SMBC Nikko Securities America, Inc. Wells Fargo Securities, LLC Dated as of May 6, 2024Registration Rights Agreement • May 7th, 2024 • Franklin BSP Capital Corp • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 6, 2024, by and among Franklin BSP Capital Corporation, a Delaware corporation (the “Company”), and J.P. Morgan Securities LLC, BofA Securities, Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC, as the representatives (the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $300,000,000 aggregate principal amount of the Company’s 7.200% Notes due 2029 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 13th, 2022 • Franklin BSP Capital Corp • New York
This FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of April 20, 2022, is entered into by and among, FRANKLIN BSP CAPITAL CORPORATION, a Delaware corporation ( the “Borrower”), MORGAN STANLEY ASSET FUNDING INC., as the Administrative Agent for the Secured Parties (in such capacity, the “Administrative Agent”), MORGAN STANLEY BANK, N.A., as the Letter of Credit Issuer and a Lender (the “Lender”).
Franklin BSP Capital CorporationInvestment Advisory Agreement • November 18th, 2020 • Franklin BSP Capital Corp
Franklin BSP Capital Corporation $300,000,000 Aggregate Principal Amount 7.200% Notes due 2029 PURCHASE AGREEMENTRegistration Rights Agreement • May 2nd, 2024 • Franklin BSP Capital Corp • New York
AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT dated as of December 8, 2023 between FRANKLIN BSP LENDING CORPORATION The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent SUMITOMO MITSUI BANKING CORPORATION and WELLS...Guarantee and Security Agreement • March 15th, 2024 • Franklin BSP Capital Corp • New York
SCHEDULE I – Commitments SCHEDULE II – Material Agreements and Liens SCHEDULE III – Permitted Indebtedness outstanding on the Effective Date SCHEDULE IV – Subsidiaries and Investments SCHEDULE V – Transactions with Affiliates SCHEDULE VI – GICS Industry Classification Group List SCHEDULE VII – Approved Dealers and Approved Pricing Services SCHEDULE VIII – Letter of Credit Commitments
FIRST AMENDMENT TO LOAN AND SERVICING AGREEMENT (thisLoan and Servicing Agreement • November 12th, 2021 • Franklin BSP Capital Corp • New York
WHEREAS, the Borrower, the Required Lender, the Administrative Agent, and the Servicer are party to that certain Loan and Servicing Agreement, dated as of March 15, 2021 (as the same may be amended, modified or supplemented prior to the Amendment Date in accordance with the terms thereof, the “Loan and Servicing Agreement”), by and among the Borrower, the Servicer, Franklin BSP Capital Corporation, as the transferor, each of the lenders from time to time party thereto (the “Lenders”), the Administrative Agent and U.S. Bank National Association, as the collateral agent, the account bank and the collateral custodian, providing, among other things, for the making and the administration of the Advances by the Lenders to the Borrower; and
fourth AMENDMENT TO Loan and Servicing Agreement (this “Amendment”), dated as of June 28, 2022 (the “Amendment Date”), among FBCC Lending I, LLC, a Delaware limited liability company (together with its successors and assigns in such capacity, the...Loan and Servicing Agreement • July 5th, 2022 • Franklin BSP Capital Corp • New York
REGISTRATION RIGHTS AGREEMENT by and among Franklin BSP Capital Corporation and SMBC Nikko Securities America, Inc. Dated as of October 29, 2024Registration Rights Agreement • November 14th, 2024 • Franklin BSP Capital Corp • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 29, 2024, by and among Franklin BSP Capital Corporation, a Delaware corporation (the “Company”), and J.P. Morgan Securities LLC and SMBC Nikko Securities America, Inc., as the representatives (the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $100,000,000 aggregate principal amount of the Company’s 7.200% Notes due 2029 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
