Voting AgreementVoting Agreement • April 5th, 2022 • CDL Tender Fund 2022-1, L.P. • New York
This Voting Agreement (this “Agreement”), dated as of April 4, 2022 is entered into by and among Cliffwater Corporate Lending Fund (the “Investor”), a closed-end management investment company that is registered with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), and Cliffwater LLC (“Cliffwater Adviser”), a Delaware limited liability company, on the one hand, and Carlyle Credit Solutions, Inc., a Maryland corporation (the “BDC”), on the other hand. The Investor, Cliffwater Adviser and the BDC are each sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
CDL Tender Fund 2022-1, L.P. AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT DATED April 4, 2022Limited Partnership Agreement • April 5th, 2022 • CDL Tender Fund 2022-1, L.P. • Delaware
THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (this “Agreement”) of CDL Tender Fund 2022-1, L.P., a Delaware limited partnership (the “Partnership”), is made this 4th day of April, 2022 by and among CDL Tender Fund 2022-1 GP, L.L.C., a Delaware limited liability company, as general partner, Carlyle SLP Ltd., as the initial limited partner (the “Initial Limited Partner”), and the Limited Partners. Capitalized terms used herein without definition have the meanings specified in Section 1.1.
