Contract

Exhibit 99.1

EXECUTION VERSION

THIRD AMENDMENT TO THE CREDIT AGREEMENT (this “Amendment”), dated as of March 22, 2022 (the “Amendment Date”), by and among XXXXXX CREEK CAPITAL FUNDING I, LLC, as borrower (the “Borrower”), BNP PARIBAS, as a Lender and the LENDERS from time to time party thereto, BNP PARIBAS, as administrative agent (the “Administrative Agent”), xxxxxx creek CAPITAL CORPORATION, as collateral manager (in such capacity, the “Collateral Manager”) and as equityholder (in such capacity, the “Equityholder”) .

WHEREAS, the Borrower, the lenders from time to time party thereto, the Administrative Agent, the Collateral Manager and the Equityholder, are party to the Credit Agreement, dated as of October 13, 2020 (as amended pursuant to the First Amendment to the Credit Agreement, dated as of April 29, 2021, as further amended pursuant to the Second Amendment to Credit Agreement, dated as of October 28, 2021 and as further amended from time to time prior to the date hereof, the “Credit Agreement”); and

WHEREAS, the parties hereto desire to amend the Credit Agreement, in accordance with Section 13(a) of the Credit Agreement subject to the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the foregoing premises and the mutual agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows:

ARTICLE I

Definitions

SECTION 1.1. Defined Terms. Terms used but not defined herein have the respective meanings given to such terms in the Credit Agreement.

ARTICLE II

Amendments to Credit Agreement

SECTION 2.1. As of the Amendment Date, the Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: bold and double-underlined text) as set forth on the pages attached as Appendix A hereto.

ARTICLE III 

Representations and Warranties

SECTION 3.1. The Borrower and the Equityholder hereby represent and warrant to the Administrative Agent and the Lender that, as of the Amendment Date, (i) no Default, Event of Default or Collateral Manager Default has occurred and is continuing and (ii) the representations and warranties of the Borrower, the Collateral Manager and the Equityholder contained in Section 8 of the Credit Agreement are true and correct in all material respects on and as of the Amendment Date (other than any representation and warranty that is made as of a specific date).

ARTICLE IV

Conditions Precedent

SECTION 4.1. This Amendment shall become effective

(a) upon the execution and delivery of this Amendment by the parties hereto;

(b) the Administrative Agent shall have received satisfactory evidence that the Borrower has obtained all required consents and approvals of all Persons to the execution, delivery and performance of this Amendment and the consummation of the transactions contemplated hereby;

(c) payment of all fees due and owing to the Administrative Agent on or prior to the Amendment Date; and

(d) the Administrative Agent shall have received the executed legal opinion of Dechert LLP, counsel to the Borrower, in form and substance acceptable to the Administrative Agent in its reasonable discretion.

ARTICLE V

Miscellaneous

SECTION 5.1. Governing Law. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

SECTION 5.2. Severability Clause. In case any provision in this Amendment shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

SECTION 5.3. Ratification. Except as expressly amended hereby, the Credit Agreement is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Amendment shall form a part of the Credit Agreement for all purposes.

SECTION 5.4. Counterparts. The parties hereto may sign one or more copies of this Amendment in counterparts, all of which together shall constitute one and the same agreement. Delivery of an executed signature page of this Amendment by facsimile or email transmission shall be effective as delivery of a manually executed counterpart hereof.

SECTION 5.5. Headings. The headings of the Articles and Sections in this Amendment are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.

[Signature Pages Follow]

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the Amendment Date.

	BORROWER:
	XXXXXX CREEK CAPITAL FUNDING I, LLC
	By:	/s/ Xxxxx Xxxxx
		Name:	Xxxxx Xxxxx
		Title:	CIO

[Signature Page to Third Amendment to Credit Agreement]

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:	EQUITYHOLDER:
	XXXXXX CREEK CAPITAL CORPORATION
	as Equityholder
	By:	/s/ Xxxxx Xxxxx
		Name:	Xxxxx Xxxxx
		Title:	CEO
	SERVICER:
	XXXXXX CREEK capital corporation,
	as Collateral Manager
	By:	/s/ Xxxxx Xxxxx
		Name:	Xxxxx Xxxxx
		Title:	CEO

[Signature Page to Third Amendment to Credit Agreement]

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	ADMINISTRATIVE AGENT:
	BNP PARIBAS,
	as Administrative Agent
	By:	/s/ Xxxxxx Xxxx
		Name:	Xxxxxx Xxxx
		Title:	Director
	By:	/s/ Xxxxxxxx Xxxxxxxxx
		Name:	Xxxxxxxx Xxxxxxxxx
		Title:	Director
	LENDER:
	BNP PARIBAS,
	as Lender
	By:	/s/ Xxxxxx Xxxx
		Name:	Xxxxxx Xxxx
		Title:	Director
	By:	/s/ Xxxxxxxx Xxxxxxxxx
		Name:	Xxxxxxxx Xxxxxxxxx
		Title:	Director

[Signature Page to Third Amendment to Credit Agreement]

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