STELLUS PRIVATE CREDIT BDC SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of January 11, 2023Agreement and Declaration of Trust • January 13th, 2023 • Stellus Private Credit BDC
LICENSE AGREEMENTLicense Agreement • December 22nd, 2021 • Stellus Private Credit BDC • New York
This LICENSE AGREEMENT (this “Agreement”) is made and effective as of ____________, 2021 (the “Effective Date”) by and between Stellus Capital Management, LLC (the “Licensor”), a Delaware limited liability company, and Stellus Private Credit BDC, a Delaware trust (the “Licensee”) (each a “party,” and collectively, the “parties”).
STELLUS PRIVATE CREDIT BDC SUBSCRIPTION AGREEMENTSubscription Agreement • December 22nd, 2021 • Stellus Private Credit BDC • Delaware
THE SHARES OF STELLUS PRIVATE CREDIT BDC HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT, OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATES OR OTHER JURISDICTIONS, AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH LAWS. THE SHARES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND SUCH LAWS PURSUANT TO REGISTRATION, QUALIFICATION OR EXEMPTION THEREFROM. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR BY ANY STATE OR OTHER SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS, AND ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 22nd, 2021 • Stellus Private Credit BDC • Delaware
This Indemnification Agreement (the “Agreement”) is made and entered into this ___ day of December, 2021, by and between Stellus Private Credit BDC (the “Company”), on behalf of itself and its Subsidiaries (as defined in Section 1(h) below), and ___________________________ (the “Indemnitee”).
LOAN FINANCING AND SERVICING AGREEMENT dated as of August 1, 2024 STELLUS PRIVATE CREDIT BDC SPV LLC, as Borrower STELLUS PRIVATE CREDIT BDC, as Equityholder, STELLUS PRIVATE CREDIT BDC, as Servicer, THE LENDERS FROM TIME TO TIME PARTIES HERETO,...Loan Financing and Servicing Agreement • August 6th, 2024 • Stellus Private Credit BDC • New York
THIS LOAN FINANCING AND SERVICING AGREEMENT is made and entered into as of August 1, 2024, among STELLUS PRIVATE CREDIT BDC SPV LLC, a Delaware limited liability company (the “Borrower”), STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust, as the equityholder (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”), CITIBANK, N.A., a national banking association, as Collateral Agent and Collateral Custodian (each as hereinafter defined), ALTER DOMUS (US) LLC, a Delaware limited liability company, as Collateral Administrator (as hereinafter defined) and DEUTSCHE BANK AG, NEW YORK BRANCH, as Facility Agent (in such capacity, together with its successors and permitted assigns in
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • December 22nd, 2021 • Stellus Private Credit BDC • Delaware
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this [•] day of [•], 2021, by and between Stellus Private Credit BDC, a Delaware statutory trust (the “Company”), and Stellus Private BDC Advisor, LLC (the “Advisor”).
INCREASE AGREEMENT TO CREDIT AGREEMENTCredit Agreement • October 8th, 2024 • Stellus Private Credit BDC • New York
THIS INCREASE AGREEMENT TO CREDIT AGREEMENT dated as of October 3, 2024 (this “Agreement”), is among STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the Investment Company Act (the “Borrower”), ZIONS BANCORPORATION, N.A. dba AMEGY BANK, as Administrative Agent (the “Administrative Agent”) and LC Issuer (the “LC Issuer”), CADENCE BANK (“Cadence”), and FIRST FINANCIAL BANK (“First Financial”, and together with Cadence, collectively, the “New Lenders” and each individually, a “New Lender”).
INVESTMENT ADVISORY AGREEMENT BETWEEN STELLUS PRIVATE CREDIT BDC AND STELLUS PRIVATE BDC ADVISOR, LLCInvestment Advisory Agreement • December 22nd, 2021 • Stellus Private Credit BDC • New York
AGREEMENT, dated as of [•], 2021, between Stellus Private Credit BDC, a Delaware statutory trust (the “Fund”), and Stellus Private BDC Advisor, LLC (the “Advisor”), a Delaware limited liability company.
FOURTH AMENDMENT Dated as of September 7, 2022 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • March 3rd, 2023 • Stellus Private Credit BDC • New York
This FOURTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of September 7, 2022 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
FIRST AMENDMENT Dated as of May 5, 2022 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • May 13th, 2022 • Stellus Private Credit BDC • New York
This FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of May 5, 2022 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
THIRD AMENDMENT Dated as of July 19, 2022 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • March 3rd, 2023 • Stellus Private Credit BDC • New York
This THIRD AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of July 19, 2022 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
FIFTH AMENDMENT Dated as of February 1, 2023 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • March 3rd, 2023 • Stellus Private Credit BDC • New York
This FIFTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of February 1, 2023 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
STELLUS PRIVATE CREDIT BDC AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of December 21, 2021Agreement and Declaration of Trust • December 22nd, 2021 • Stellus Private Credit BDC
REVOLVING CREDIT AND SECURITY AGREEMENT STELLUS PRIVATE CREDIT BDC as Initial Borrower and SIGNATURE BANK, as Lender February 1, 2022Revolving Credit and Security Agreement • June 21st, 2022 • Stellus Private Credit BDC • New York
CREDIT AGREEMENT among STELLUS PRIVATE CREDIT BDC as Borrower ZIONS BANCORPORATION, N.A. d/b/a AMEGY BANK as Administrative Agent, Swingline Lender and LC Issuer and THE LENDERS PARTY TO THIS AGREEMENT Dated: September 30, 2022Credit Agreement • October 4th, 2022 • Stellus Private Credit BDC • New York
THIS CREDIT AGREEMENT dated as of September 30, 2022, is among STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the Investment Company Act (“Borrower”), ZIONS BANCORPORATION, N.A. D/B/A AMEGY BANK, as Administrative Agent, Swingline Lender, and the LC Issuer, and the Lenders from time to time party to this Agreement.
ADMINISTRATION AGREEMENTAdministration Agreement • December 22nd, 2021 • Stellus Private Credit BDC • New York
This ADMINISTRATION AGREEMENT (this “Agreement”) made as of [•], 2021 by and between Stellus Private Credit BDC, a Delaware statutory trust (the “Fund”), and Stellus Capital Management, LLC, a Delaware limited liability company (the “Administrator”).
SECOND AMENDMENT Dated as of June 17, 2022 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • June 21st, 2022 • Stellus Private Credit BDC • New York
This SECOND AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of June 17, 2022 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
Certain portions of this document have been omitted pursuant to Items 601(b)(10)(vi) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where omissions have been made. A copy of any omitted portion will be furnished...Custody Agreement • February 16th, 2022 • Stellus Private Credit BDC • Texas
This Custody Agreement is entered into and is effective as of the date signed below (the “Effective Date”) by and between Stellus Private Credit BDC (the “Company”), and Zions Bancorporation, National Association, as custodian (the “Custodian” or “Zions”), each a “Party” and collectively the “Parties”. This Custody Agreement and any and all exhibits, schedules, and other attachments to this Custody Agreement shall be referred to collectively as this “Agreement”.
FIRST AMENDMENT Dated as of May 5, 2022 to REVOLVING CREDIT AND SECURITY AGREEMENT Dated as of February 1, 2022Revolving Credit and Security Agreement • March 3rd, 2023 • Stellus Private Credit BDC • New York
This FIRST AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of May 5, 2022 (this “Amendment”), is entered into by and between STELLUS PRIVATE CREDIT BDC, a Delaware statutory trust that is regulated under the 1940 Act (“Borrower”), and SIGNATURE BANK, as lender under the Credit Agreement (as defined below) (“Signature Bank”).
Stellus Private Credit BDCInvestment Advisory Agreement • March 3rd, 2023 • Stellus Private Credit BDC
