JOINDER AGREEMENT
Proposed Final Version
JOINDER AGREEMENT dated as of July 8, 2022 by APPLE BANK FOR SAVINGS (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, 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 ▇▇▇▇▇▇ 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.
IN WITNESS WHEREOF, the Assuming ▇▇▇▇▇▇ has caused this Joinder Agreement to be duly executed and delivered as of the day and year first above written.
APPLE BANK FOR SAVINGS
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Managing Director
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇
Title: Managing Director
Accepted and agreed:
By: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: Authorized Signatory
Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Title: Authorized Signatory
ING CAPITAL LLC,
as Administrative Agent and an Issuing Bank
as Administrative Agent and an Issuing Bank
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Managing Director
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Managing Director
By: /s/ ▇▇▇▇▇ ▇▇
Name: ▇▇▇▇▇ ▇▇
Title: Managing Director
Name: ▇▇▇▇▇ ▇▇
Title: Managing Director
SUMITOMO MITSUI BANKING CORPORATION,
as an Issuing Bank
as an Issuing Bank
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
MUFG BANK, LTD.,
as an Issuing Bank
as an Issuing Bank
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Director
Schedule I
COMMITMENTS
| Lender | Dollar Commitment | Multicurrency Commitment | Aggregate Commitment | ||||||||
| Apple Bank for Savings | $50,000,000.00 | [N/A] | $50,000,000.00 | ||||||||