JOINDER AGREEMENT
Execution Version
JOINDER AGREEMENT dated as of September 28, 2022 by JPMorgan Chase Bank, N.A. (the “Assuming Lender”), in favor of North Haven Private Income Fund LLC, a Delaware limited liability company (the “Borrower”), and ING Capital LLC, as administrative agent under the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
The Borrower, the Lenders from time to time party thereto and the Administrative Agent are parties to a Senior Secured Revolving Credit Agreement, dated as of February 1, 2022 (as amended by that certain Amendment No. 1 to Senior Secured Revolving Credit Agreement, dated as of February 4, 2022, that certain Amendment No. 2 to the Senior Secured Revolving Credit Agreement, dated as of July 7, 2022, and as further amended, supplemented or otherwise modified and in effect from time to time, the “Credit Agreement”).
Pursuant to Section 2.08(e) of the Credit Agreement, the Assuming Lender hereby agrees to (and does hereby) become a “Lender” under and for all purposes of the Credit Agreement with a Commitment as set forth in Schedule I hereto. Without limiting the foregoing, the Assuming Xxxxxx hereby agrees to be bound by and comply with all of the terms and provisions of the Credit Agreement applicable to it as a “Lender” thereunder.
The terms and provisions of any new Loans issued by the Assuming Lender, and the new Commitment described herein, shall be identical to the terms and provisions of Loans of the applicable Class issued by, and the Commitments of the applicable Class of, the Lenders immediately prior to the date hereof.
Sections 9.06, 9.09 and 9.10 of the Credit Agreement apply to this Joinder Agreement mutatis mutandis.
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IN WITNESS WHEREOF, the Assuming Xxxxxx has caused this Joinder Agreement to be duly executed and delivered as of the day and year first above written.
JPMORGAN CHASE BANK, N.A.
By: /s/ Xxxxxxx X Xxxxxxxx
Name: Xxxxxxx X Xxxxxxxx
Title: Managing Director
Name: Xxxxxxx X Xxxxxxxx
Title: Managing Director
By: /s/ Xxxxxxxxx Xxxxx
Name: Xxxxxxxxx Xxxxx
Title: CFO
Name: Xxxxxxxxx Xxxxx
Title: CFO
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Accepted and agreed:
ING CAPITAL LLC,
as Administrative Agent and an Issuing Bank
as Administrative Agent and an Issuing Bank
By: /s/ Xxxxxxx X. Xxxxxx
Name: Xxxxxxx X. Xxxxxx
Title: Managing Director
Name: Xxxxxxx X. Xxxxxx
Title: Managing Director
By: /s/ Xxxxxxx Xxxxxx
Name: Xxxxxxx Xxxxxx
Title: Director
Name: Xxxxxxx Xxxxxx
Title: Director
SUMITOMO MITSUI BANKING CORPORATION,
as an Issuing Bank
as an Issuing Bank
By: /s/ Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Managing Director
Name: Xxxxx Xxxxxx
Title: Managing Director
MUFG BANK, LTD.,
as an Issuing Bank
as an Issuing Bank
By: /s/ Xxxxx Xxxxxxx
Name: Xxxxx Xxxxxxx
Title: Director
Name: Xxxxx Xxxxxxx
Title: Director
Schedule I
COMMITMENTS
| Lender | Dollar Commitment | Multicurrency Commitment | Aggregate Commitment | ||||||||
| JPMorgan Chase Bank, N.A. | N/A | $50,000,000.00 | $50,000,000.00 | ||||||||
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