U.S. $250,000,000 LOAN AND SECURITY AGREEMENT by and among K-FIT FINANCE AB-1 LLC, as the Borrower EACH OF THE LENDERS FROM TIME TO TIME PARTY HERETO, as the Lenders ALLY BANK, as the Administrative Agent and Arranger and COMPUTERSHARE TRUST COMPANY,...Loan and Security Agreement • October 16th, 2023 • KKR FS Income Trust • New York
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of October 10, 2023, by and among:
CUSTODIAN AGREEMENTCustodian Agreement • November 17th, 2022 • KKR FS Income Trust • Massachusetts
This Agreement, dated as of May 31, 2022 (the “Effective Date”), is by and between KKR FS INCOME TRUST, a Delaware statutory trust (the “Company”), on behalf of itself and each entity listed on Schedule D hereto, as may be amended from time to time in accordance with Section 19.14 hereof (each such entity, a “Company Subsidiary”, and collectively, the “Company Subsidiaries”) and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
ADMINISTRATION AGREEMENT BETWEEN KKR FS INCOME TRUST AND FS/KKR ADVISOR, LLCAdministration Agreement • November 17th, 2022 • KKR FS Income Trust • New York
This Administration Agreement (this “Agreement”) is made this 1st day of November, 2022, by and between KKR FS INCOME TRUST, a Delaware statutory trust (the “Company”), and FS/KKR ADVISOR, LLC, a Delaware limited liability company (the “Administrator”).
KKR FS INCOME TRUST SUBSCRIPTION AGREEMENT CONFIDENTIALSubscription Agreement • May 26th, 2023 • KKR FS Income Trust • Delaware
THE CLASS I COMMON SHARES OF BENEFICIAL INTEREST, PAR VALUE $0.01 PER SHARE (THE “SHARES”), OF KKR FS INCOME TRUST HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY U.S. 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. IN ADDITION, THE SHARES ARE SUBJECT TO THE CONTRACTUAL RESTRICTIONS ON RESALES DESCRIBED IN THIS SUBSCRIPTION AGREEMENT. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION OR BY ANY U.S. STATE OR OTHER SECURITIES COMMISSION OR OTHER REG
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 26th, 2023 • KKR FS Income Trust • New York
THIS PLACEMENT AGENCY AGREEMENT (the “Agreement”) entered into as of the [ ] day of [ ], 2023 is made by and between KKR FS Income Trust (the “Fund”), and [ ], a [ ] (the “Agent”).
KKR FS Income Trust SUBSCRIPTION AGREEMENT CONFIDENTIAL SUBSCRIPTION AGREEMENTSubscription Agreement • March 13th, 2024 • KKR FS Income Trust • Delaware
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • November 17th, 2022 • KKR FS Income Trust • New York
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this November 1, 2022, by and between KKR FS INCOME TRUST, a Delaware statutory trust (the “Fund”), and FS/KKR ADVISOR, LLC, a Delaware limited liability company (the “Adviser”).
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN KKR FS INCOME TRUST AND FS/KKR ADVISOR, LLCInvestment Advisory Agreement • November 17th, 2022 • KKR FS Income Trust • New York
This Amended and Restated Investment Advisory Agreement (this “Agreement”) is made this 1st day of November, 2022, by and between KKR FS Income Trust, a Delaware statutory trust (the “Fund”), and FS/KKR Advisor, LLC, a Delaware limited liability company (the “Adviser”).
AMENDED AND RESTATED FACILITY AGREEMENTFacility Agreement • May 15th, 2024 • KKR FS Income Trust
This Amended and Restated Facility Agreement (this “Agreement”), dated as of May 9, 2024 (the “Signing Date”) and effective as of March 29, 2024 (the “A&R Effective Date”), is entered into by and among CLIFFWATER CORPORATE LENDING FUND, a Delaware statutory trust (the “Cliffwater”), CCLF Holdings (D13) LLC, a Delaware limited liability company (“CCLF Sub”), and KKR FS INCOME TRUST, a Delaware statutory trust (the “Purchaser” and collectively with Cliffwater and CCLF Sub, the “Parties”).
FORM OF TRADEMARK LICENSE AGREEMENTForm of Trademark License Agreement • November 17th, 2022 • KKR FS Income Trust • Delaware
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of [ ], 2022, by and among Franklin Square Holdings, L.P., a Pennsylvania limited partnership (“FSH”), KKR Credit Advisors (US) LLC, a Delaware limited liability company (“KKR” and together with FSH, the “Licensors” and each, a “Licensor”), and KKR FS Income Trust, a Delaware statutory trust (“KFIT” or the “Licensee”) (each of the Licensor and Licensee, a “Party,” and collectively, the “Parties”).
FORM OF PLACEMENT AGENCY AGREEMENTForm of Placement Agency Agreement • November 17th, 2022 • KKR FS Income Trust • New York
THIS PLACEMENT AGENCY AGREEMENT (the “Agreement”) entered into as of the [ ] day of [ ], 2022 is made by and between KKR FS Income Trust (the “Fund”), and [ ], a [ ] (the “Agent”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT AND ACCOUNT CONTROL AGREEMENTLoan and Security Agreement • October 8th, 2024 • KKR FS Income Trust • New York
THIS LOAN AND SECURITY AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of October 10, 2023, by and among:
FIRST AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSecured Revolving Credit Agreement • March 13th, 2024 • KKR FS Income Trust • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of July 19, 2023 (this “Agreement”), among KKR FS INCOME TRUST (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent.
FACILITY AGREEMENTFacility Agreement • November 17th, 2022 • KKR FS Income Trust
This Facility Agreement (this “Agreement”), dated as of August 2, 2022 (the “Effective Date”), is entered into by and between CLIFFWATER CORPORATE LENDING FUND, a Delaware statutory trust (the “Seller”), and KKR FS INCOME TRUST, a Delaware statutory trust (the “Purchaser”).
FEE WAIVER AGREEMENTFee Waiver Agreement • March 30th, 2023 • KKR FS Income Trust • New York
THIS FEE WAIVER AGREEMENT (the “Agreement”) is made as of March 27, 2023, by and among KKR FS Income Trust (the “Trust”), a Delaware statutory trust, KKR Capital Markets LLC (“KKR Capital”), a Delaware limited liability company, and FS Investment Solutions, LLC (“FSIS” and, together with KKR Capital, the “Distributors”), a Delaware limited liability company.
KKR FS Income Trust SUBSCRIPTION AGREEMENT CONFIDENTIALSubscription Agreement • March 13th, 2024 • KKR FS Income Trust • Delaware
THE CLASS I common shares of beneficial interest, PAR VALUE $0.01 PER SHARE (THE “SHARES”), OF KKR FS Income Trust HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY U.S. 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. IN ADDITION, THE SHARES ARE SUBJECT TO THE CONTRACTUAL RESTRICTIONS ON RESALES DESCRIBED IN THIS SUBSCRIPTION AGREEMENT. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION OR BY ANY U.S. STATE OR OTHER SECURITIES COMMISSION OR OTHER REG
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 13th, 2024 • KKR FS Income Trust
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of [●], 202[●], is between [●], a [●] (the “Acquiring Fund”), and KKR FS Income Trust, a Delaware statutory trust (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
