PGIM Private Credit Fund Sample Contracts

Senior Secured REvolving Credit Agreement dated as of October 30, 2023, among PGIM PRIVATE CREDIT FUND The Lenders and Issuing Banks Party Hereto and Sumitomo Mitsui Banking Corporation as Administrative Agent Sumitomo Mitsui Banking Corporation, as...
Senior Secured Revolving Credit Agreement • November 1st, 2023 • PGIM Private Credit Fund • New York

Senior Secured REVOLVING Credit Agreement dated as of October 30, 2023 (this “Agreement”), among PGIM PRIVATE CREDIT FUND, a Delaware statutory trust, as borrower (the “Borrower”), the Lenders and ISSUING BANKS party hereto, and SUMITOMO MITSUI Banking corporation, as administrative agent (the “Administrative Agent”).

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CUSTODY AGREEMENT
Custody Agreement • March 25th, 2024 • PGIM Private Credit Fund • Massachusetts

The Client hereby appoints the Custodian to provide the services set out in Sections 3 through 15 below (the “Services”) subject to and in accordance with the terms of this Agreement.

PGIM Private Credit Fund AMENDED AND RESTATED SUBADVISORY AGREEMENT
Subadvisory Agreement • April 5th, 2024 • PGIM Private Credit Fund • New York

Amended and Restated Agreement made as of this 22nd day of March, 2024, between PGIM Investments LLC (PGIM Investments or the Manager), a New York limited liability company, and PGIM, Inc. (PGIM), a New Jersey corporation (the Subadviser).

THIRD AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF PGIM PRIVATE CREDIT FUND July 12, 2024
Agreement and Declaration of Trust • July 16th, 2024 • PGIM Private Credit Fund • Delaware

This THIRD AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (“Declaration of Trust”) made as of this 12th day of July, 2024, by the Trustees hereunder.

INTERMEDIARY MANAGER AGREEMENT
Intermediary Manager Agreement • August 11th, 2023 • PGIM Private Credit Fund • New York

This Intermediary Manager Agreement (this “Agreement”) is entered into by and between PGIM Private Credit Fund, a Delaware statutory trust (the “Company”) and Prudential Investment Management Services, LLC (the “Intermediary Manager”).

PGIM PRIVATE CREDIT FUND AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • April 5th, 2024 • PGIM Private Credit Fund

Amended and Restated Agreement made as of the 22nd day of March, 2024, between PGIM Private Credit Fund (the “Fund”), a Delaware statutory trust, and PGIM Investments LLC, a New York limited liability company (the “Manager”).

PGIM Private Credit Fund AMENDED AND RESTATED SUBADVISORY AGREEMENT
Subadvisory Agreement • December 19th, 2024 • PGIM Private Credit Fund • New York

Amended and Restated Subadvisory Agreement, dated as of this 15th of November, 2024, between PGIM Investments LLC (PGIM Investments or the Manager), a New York limited liability company, and PGIM, Inc. (PGIM), a New Jersey corporation (the Subadviser) (the Agreement).

ADMINISTRATION AGREEMENT
Administration Agreement • March 25th, 2024 • PGIM Private Credit Fund • Massachusetts

This Administration Agreement (“Agreement”) dated and effective as of November 7, 2022, is by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Administrator”), and PGIM PRIVATE CREDIT FUND, a Delaware statutory trust (the “Fund”).

TRANSER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • August 11th, 2023 • PGIM Private Credit Fund • New Jersey

This Transfer Agency and Service Agreement (“Agreement”) is made and entered into effective April 3, 2023 between each of the investment companies listed in Exhibit A hereto (each, referred to as a "Fund" and collectively, the "Funds") and Prudential Mutual Fund Services LLC (“PMFS”), a New York limited liability corporation having its principal place of business at 655 Broad Street, Newark, NJ 071 02-4410.

PGIM Private Credit Fund AMENDED AND RESTATED SUBADVISORY AGREEMENT
Subadvisory Agreement • March 25th, 2024 • PGIM Private Credit Fund • New York

Amended and Restated Agreement made as of this [ ] day of [ ], [ ], between PGIM Investments LLC (PGIM Investments or the Manager), a New York limited liability company, and PGIM, Inc. (PGIM), a New Jersey corporation (the Subadviser).

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