CUSTODY AGREEMENT dated as of December 9, 2021 by and betweenCustody Agreement • February 8th, 2022 • MSD Investment Corp. • New York
THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of December 9, 2021 and is by and between MSD INVESTMENT, LLC (and any successor or permitted assign), a Maryland limited liability company, having its principal place of business at 645 Fifth Avenue, 21st Floor, New York, NY 10022, and U.S. BANK NATIONAL ASSOCIATION (or any successor or permitted assign acting hereunder), a national banking association, as custodian (in such capacity, along with any successor or permitted assign acting as custodian hereunder, the “Custodian”) and as document custodian (in such capacity, along with any successor or permitted assign acting as custodian hereunder, the “Document Custodian”).
REVOLVING CREDIT AGREEMENT MSD INVESTMENT, LLC, as Borrower MSD PORTFOLIO, L.P.—INVESTMENTS, as Guarantor BANK OF AMERICA, N.A., as the Administrative Agent, the Sole Lead Arranger, the Sole Bookrunner, the Structuring Agent, the Letter of Credit...Revolving Credit Agreement • February 8th, 2022 • MSD Investment Corp. • New York
THIS REVOLVING CREDIT AGREEMENT is dated as of December 21, 2021, by and among MSD INVESTMENT, LLC, a Maryland limited liability company (a “Borrower” or the “Initial Borrower” and, collectively with any other Borrower becoming party hereto (including Qualified Borrowers), the “Borrowers”), MSD PORTFOLIO, L.P.—INVESTMENTS, a Delaware limited partnership (the “Guarantor”), the banks and financial institutions from time to time party hereto as Lenders, and BANK OF AMERICA, N.A. (“Bank of America”), as the Administrative Agent for the Secured Parties, the Sole Lead Arranger, the Sole Bookrunner, Structuring Agent, the Letter of Credit Issuer and a Lender (each as defined below).
INDENTURE by and between MSD BDC CLO I, LLC, as Issuer and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Dated as of November 15, 2023Indenture • March 25th, 2024 • MSD Investment Corp. • New York
This INDENTURE, dated as of November 15, 2023, by and between MSD BDC CLO I, LLC, a limited liability company organized under the laws of the state of Delaware (together with its permitted successors and assigns, the "Issuer"), and U.S. Bank Trust Company, National Association, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the "Trustee").
AMENDMENT NO. 1 TO LOAN FINANCING AND SERVICING AGREEMENT, dated as of November 21, 2022 (this “Amendment”), among MSD BDC SPV I, LLC, a Delaware limited liability company, as borrower (the “Borrower”), MSD Investment Corp., a Maryland corporation, as...Loan Financing and Servicing Agreement • March 24th, 2023 • MSD Investment Corp. • New York
THIS LOAN FINANCING AND SERVICING AGREEMENT is made and entered into as of December 21, 2021, among MSD BDC SPV I, LLC, a Delaware limited liability company (the “Borrower”), MSD INVESTMENT CORP. (formerly known as MSD INVESTMENT, LLC,), a Maryland limited liability companycorporation, as equityholder (in such capacity, together with its successors and permitted assigns in such capacity, the “Equityholder”), the SERVICER (as hereinafter defined), each LENDER (as hereinafter defined) FROM TIME TO TIME PARTY HERETO, the AGENTS for each LENDER GROUP (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, an “Agent”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, (as successor in interest to U.S. Bank National Association), as Collateral Agent and U.S. BANK NATIONAL ASSOCIATION, as Collateral Custodian (each as hereinafter defined), and DEUTSCHE BANK AG, NEW YORK BRANCH,
TRANSFER AGENT SERVICING AGREEMENTTransfer Agent Servicing Agreement • February 8th, 2022 • MSD Investment Corp. • New York
THIS AGREEMENT is made and effective as of January 1, 2022 by and among MSD Investment Corp. a Maryland corporation (the “Fund”) acting on behalf of itself and each SPV listed on Annex I, and U.S. Bancorp Fund Services, LLC, d/b/a/ U.S. Bank Global Fund Services, a Wisconsin limited liability company (“Fund Services”).
ADMINISTRATION AGREEMENT BETWEEN MSD INVESTMENT CORP. AND MSD PARTNERS, L.P.Administration Agreement • March 24th, 2023 • MSD Investment Corp. • Maryland
This Agreement (“Agreement”) is made as of January [●], 2023 by and between MSD Investment Corp., a Maryland corporation (the “Company”), and MSD Partners, L.P., a Delaware limited partnership (the “Administrator”).
Dated November 15, 2023 COLLATERAL MANAGEMENT AGREEMENT between MSD BDC CLO I, LLC as Issuer and MSD PARTNERS, L.P. as Collateral ManagerCollateral Management Agreement • March 25th, 2024 • MSD Investment Corp. • New York
This COLLATERAL MANAGEMENT AGREEMENT, dated as of November 15, 2023 (the “Agreement”), is entered into by and between MSD BDC CLO I, LLC, a Delaware limited liability company (together with successors and assigns permitted hereunder, the “Issuer”), and MSD PARTNERS, L.P. a Delaware limited partnership, as collateral manager (together with its successors and assigns, the “Collateral Manager”).
FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 25th, 2024 • MSD Investment Corp. • New York
THIS REVOLVING CREDIT AGREEMENT is dated as of December 21, 2021, by and among MSD INVESTMENT CORPORATION (F/K/A MSD INVESTMENT, LLC), a
LOAN AND SERVICING AGREEMENT Dated as of August 15, 2023 among MSD BDC SPV II, LLC, as the Borrower MSD Investment Corp., as the Collateral Manager MSD Investment Corp., as the Equityholder MSD Investment Corp., as the Seller CITIZENS BANK, N.A., as...Loan and Servicing Agreement • August 21st, 2023 • MSD Investment Corp.
The Lenders have agreed, on the terms and conditions set forth herein, to provide a secured revolving credit facility which shall provide for Advances from time to time in an aggregate principal amount not to exceed the Facility Amount. The proceeds of the Advances will be used (i) to finance the Borrower’s origination and acquisition of Eligible Collateral Obligations consisting of Specified Collateral Obligations and Approved Collateral Obligations and (ii) for the uses not otherwise prohibited by Section 5.02(h), in each case, subject to the terms and conditions set forth herein and in the other Transaction Documents. Accordingly, the parties agree as follows:
AMENDMENT NO. 1 TO LOAN AND SERVICING AGREEMENT, dated asLoan and Servicing Agreement • May 13th, 2024 • MSD Investment Corp. • New York
WHEREAS, the Borrower, the Equityholder, the Collateral Manager, MSD Investment Corp., as the seller, U.S. Bank Trust Company, National Association, as the collateral agent, U.S. Bank National Association, as the account bank and the collateral custodian, the Administrative Agent, Citizens Bank, N.A. as the swingline lender, and each Lender party thereto are party to the Loan and Servicing Agreement, dated as of August 15, 2023 (as amended, supplemented, amended and restated and otherwise modified from time to time, the “Loan Agreement”);
INVESTMENT ADVISORY AGREEMENT BETWEEN MSD INVESTMENT CORP. AND MSD PARTNERS, L.P.Investment Advisory Agreement • March 24th, 2023 • MSD Investment Corp. • Maryland
This Agreement (the “Agreement”) is made as of January [ ], 2023, by and between MSD Investment Corp., a Maryland corporation (the “Company”), and MSD Partners, L.P., a Delaware limited partnership (the “Adviser”).
ContractLoan Financing and Servicing Agreement • March 24th, 2023 • MSD Investment Corp. • New York
AMENDMENT NO. 2 TO LOAN FINANCING AND SERVICING AGREEMENT, dated as of December 16, 2022 (this “Amendment”), among MSD BDC SPV I, LLC, a Delaware limited liability company, as borrower (the “Borrower”), MSD Investment Corp., a Maryland corporation, as equityholder (the “Equityholder”) and as servicer (the “Servicer”), Deutsche Bank AG, New York Branch (“DBNY”), as facility agent (in such capacity, the “Facility Agent”) and as a lender (“ Lender”) and Mitsubishi HC Capital America, Inc., as a joining lender (as the “Joining Lender”).
INVESTMENT ADVISORY AGREEMENT BETWEEN MSD INVESTMENT, LLC. AND MSD PARTNERS, L.P.Investment Advisory Agreement • February 8th, 2022 • MSD Investment Corp. • Maryland
This Agreement (the “Agreement”) is made as of November 24, 2021, by and between MSD Investment, LLC., a Maryland corporation (the “Company”), and MSD Partners, L.P., a Delaware limited partnership (the “Adviser”).
AMENDMENT NO. 1 TO LOAN AND SERVICING AGREEMENT, dated asLoan and Servicing Agreement • November 9th, 2023 • MSD Investment Corp. • New York
WHEREAS, the Borrower, the Equityholder, the Collateral Manager, MSD Investment Corp., as the seller, U.S. Bank Trust Company, National Association, as the collateral agent, U.S. Bank National Association, as the account bank and the collateral custodian, the Administrative Agent, Citizens Bank, N.A. as the swingline lender, and each Lender party thereto are party to the Loan and Servicing Agreement, dated as of August 15, 2023 (as amended, supplemented, amended and restated and otherwise modified from time to time, the “Loan Agreement”);
FIRST AMENDMENT TO THE CUSTODY AGREEMENTCustody Agreement • March 24th, 2023 • MSD Investment Corp.
THIS FIRST AMENDMENT effective as of the last date on the signature block, to the Custody Agreement (the “Agreement”) dated as of December 9, 2021, is entered into by and between MSD INVESTMENT CORP (f/k/a MSD Investment, LLC), a Maryland corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).
ContractLoan and Servicing Agreement • May 13th, 2024 • MSD Investment Corp. • New York
AMENDMENT NO. 3 TO LOAN AND SERVICING AGREEMENT, dated as of April 18, 2024 (this “Amendment”), among MSD BDC SPV II, LLC, a Delaware limited liability company, as borrower (the “Borrower”), MSD Investment Corp., a Maryland corporation, as collateral manager (the “Collateral Manager”) and as equityholder (the “Equityholder”), Citizens Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), as a required lender (in such capacity, a “Required Lender”) and as a lender (in such capacity, a “Lender”) and EverBank, N.A., as a Lender.
MASTER TRANSFER AGREEMENT by and among MSD INVESTMENT CORP. the Transferor, and MSD BDC CLO I, LLC as the Issuer Dated as of November 15, 2023Master Transfer Agreement • March 25th, 2024 • MSD Investment Corp. • New York
THIS MASTER TRANSFER AGREEMENT, dated as of November 15, 2023 (as amended, modified, restated, or supplemented from time to time, this “Agreement”), is made by and among MSD INVESTMENT CORP., a Maryland corporation, in its capacity as transferor (together with each of its successors and assigns in such capacity, the “Transferor”), and MSD BDC CLO I, LLC, a Delaware limited liability company, in its capacity as transferee (together with its successors and assigns in such capacity, the “Issuer”).
ContractLoan and Servicing Agreement • May 13th, 2024 • MSD Investment Corp. • New York
AMENDMENT NO. 2 TO LOAN AND SERVICING AGREEMENT, dated as of March 21, 2024 (this “Amendment”), among MSD BDC SPV II, LLC, a Delaware limited liability company, as borrower (the “Borrower”), MSD Investment Corp., a Maryland corporation, as collateral manager (the “Collateral Manager”) and as equityholder (the “Equityholder”), Citizens Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), as a required lender (in such capacity, a “Required Lender”) and as a lender (in such capacity, a “Lender”) and Western Alliance Bank, as a Lender.
LOAN FINANCING AND SERVICING AGREEMENT dated as of December 21, 2021 MSD BDC SPV I, LLC as Borrower, MSD INVESTMENT CORP. as Equityholder and as Servicer, THE LENDERS FROM TIME TO TIME PARTIES HERETO, DEUTSCHE BANK AG, NEW YORK BRANCH as Facility...Financing and Servicing Agreement • May 13th, 2024 • MSD Investment Corp. • New York
